The ratings upgraded are a result of the improving performance ofthe related pools and an increase in credit enhancement availableto the bonds. The rating actions reflect the recent performance ofthe underlying pools and Moody's updated loss expectation on thepools.

The rating actions on Asset Backed Securities Corporation HomeEquity Loan Trust Series 2003-HE3 Class M-2 and ABFC Asset-BackedCertificates Series 2004-OPT4 Class M-1 also reflect corrections tothe cash-flow models used by Moody's in rating these transactions.The model used in the prior rating actions on Asset BackedSecurities Corporation Home Equity Loan Trust Series 2003-HE3applied incorrect interest payments to an interest-only tranche,and the model used in the prior rating actions on ABFC Asset-BackedCertificates Series 2004-OPT4 applied incorrect transaction fees,both of which errors reduced the amount of projected excess spreadbenefit. These errors have been corrected, and today's ratingactions reflect the appropriate interest waterfalls for thesetransactions.

Factors that would lead to an upgrade or downgrade of the rating:

Ratings in the US RMBS sector remain exposed to the high level ofmacroeconomic uncertainty, and in particular the unemployment rate.The unemployment rate fell to 5.0% in December 2015 from 5.6% inDecember 2014. Moody's forecasts an unemployment central range of4.5% to 5.5% for the 2016 year. Deviations from this centralscenario could lead to rating actions in the sector.

House prices are another key driver of US RMBS performance. Moody'sexpects house prices to continue to rise in 2016. Lower increasesthan Moody's expects or decreases could lead to negative ratingactions.

Finally, performance of RMBS continues to remain highly dependenton servicer procedures. Any change resulting from servicingtransfers or other policy or regulatory change can impact theperformance of these transactions.

The preliminary ratings are based on information as of Jan. 13,2016. Subsequent information may result in the assignment of finalratings that differ from the preliminary ratings.

The preliminary ratings reflect:

-- The availability of approximately 56.9%, 47.1%, 39.1%, and 35.1% of credit support for the class A, B, C, and D notes, respectively, based on break-even stressed cash flow scenarios (including excess spread), which provide coverage of more than 2.15x, 1.75x, 1.40x, and 1.25x S&P's 25.50%- 26.50% expected net loss range for the class A, B, C, and D notes, respectively.

-- The timely interest and principal payments made to the preliminary rated notes by the assumed legal final maturity dates under S&P's stressed cash flow modeling scenarios that

S&P believes are appropriate for the assigned preliminary ratings. The expectation that under a moderate ('BBB') stress scenario, the ratings on the class A and B notes would remain within one rating category of S&P's preliminary

'AA (sf)' and 'A (sf)' ratings, and the ratings on the class

C and D notes would remain within two rating categories of S&P's preliminary 'BBB (sf)' and 'BB (sf)' ratings. These potential rating movements are consistent with S&P's credit stability criteria, which outline the outer bound of credit deterioration equal to a one rating category downgrade within the first year for 'AA' rated securities, and a two rating category downgrade within the first year for 'A' through 'BB' rated securities under moderate stress conditions.

-- The collateral characteristics of the subprime automobile loans securitized in this transaction.

(i) The actual size of these tranches will be determined on thepricing date.

ATRIUM VIII: S&P Affirms 'BB' Rating on Class E Notes-----------------------------------------------------Standard & Poor's Ratings Services raised its ratings on the classB notes from Atrium VIII. At the same time, S&P affirmed itsratings on the class A-1, A-2, C, D, and E notes. Atrium VIII is aU.S. collateralized loan obligation (CLO) transaction that closedin October 2012 and is managed by Credit Suisse Asset ManagementLLC. The upgrades reflect improved overcollateralization (O/C)ratios and stable credit quality of the portfolio. The affirmedratings reflect S&P's belief that the credit support available iscommensurate with the current rating levels.

The rating actions follow S&P's review of the transaction'sperformance using data from the Oct. 31, 2015, trustee report.Because this transaction is still in its reinvestment period untilOctober 2016, S&P assumed covenanted spread and recoveryassumptions as a stress in its cash flow analysis.

As of the October 2015 trustee report, the class A/B O/C ratio hasimproved to 137.44% from 136.80% as of the March 2013 trusteereport, which S&P referenced at the effective date. The creditquality has remained stable as the balance of defaulted and 'CCC'rated assets equals $1.07 million and $10.15 million, respectively,and the portfolio continues to be well-diversified.

Standard & Poor's will continue to review whether, in its view, theratings assigned to the notes remain consistent with the creditenhancement available to support them and take rating actions as itdeems necessary.

(i) The cash flow implied rating considers the actual spread,coupon, and recovery of the underlying collateral. (ii) The cash flow cushion is the excess of the tranche break-evendefault rate above the scenario default rate at the assigned ratingfor a given class of rated notes using the actual spread, coupon,and recovery.

RECOVERY RATE AND CORRELATION SENSITIVITY

In addition to S&P's base-case analysis, it generated additionalscenarios in which it made negative adjustments of 10% to thecurrent collateral pool's recovery rates relative to each tranche'sweighted average recovery rate.

S&P also generated other scenarios by adjusting the intra- andinter-industry correlations to assess the current portfolio'ssensitivity to different correlation assumptions assuming thecorrelation scenarios outlined below.

The Class X Notes, the Class A Notes, the Class B-1 Notes, theClass B-2 Notes, the Class C Notes, the Class D Notes, and theClass E Notes are referred to herein, collectively, as the "RatedNotes."

Moody's provisional ratings of the Rated Notes address the expectedlosses posed to noteholders. The provisional ratings reflect therisks due to defaults on the underlying portfolio of assets, thetransaction's legal structure, and the characteristics of theunderlying assets.

Babson CLO Ltd. 2016-I is a managed cash flow CLO. The issued noteswill be collateralized primarily by broadly syndicated first liensenior secured corporate loans. At least 96% of the portfolio mustconsist of senior secured loans, cash, and eligible investments,and up to 4% of the portfolio may consist of second lien loans andunsecured loans. We expected the portfolio to be approximately 80%ramped as of the closing date.

Babson Capital Management LLC (the "Manager") will direct theselection, acquisition and disposition of the assets on behalf ofthe Issuer and may engage in trading activity, includingdiscretionary trading, during the transaction's four yearreinvestment period. Thereafter, the Manager may reinvestunscheduled principal payments and proceeds from sales of creditrisk assets, subject to certain restrictions.

In addition to the Rated Notes, the Issuer will issue subordinatednotes.

The transaction incorporates interest and par coverage tests which,if triggered, divert interest and principal proceeds to pay downthe notes in order of seniority.

Moody's modeled the transaction using a cash flow model based onthe Binomial Expansion Technique, as described in Section 2.3.2.1of the "Moody's Global Approach to Rating Collateralized LoanObligations" rating methodology published in December 2015.

For modeling purposes, Moody's used the following base-caseassumptions:

Par amount: $400,000,000

Diversity Score: 55

Weighted Average Rating Factor (WARF): 2750

Weighted Average Spread (WAS): 3.70%

Weighted Average Coupon (WAC): 7.50%

Weighted Average Recovery Rate (WARR): 45.75%

Weighted Average Life (WAL): 8.0 years.

Methodology Underlying the Rating Action:

Factors That Would Lead to Upgrade or Downgrade of the Ratings:

The performance of the Rated Notes is subject to uncertainty. Theperformance of the Rated Notes is sensitive to the performance ofthe underlying portfolio, which in turn depends on economic andcredit conditions that may change. The Manager's investmentdecisions and management of the transaction will also affect theperformance of the Rated Notes.

Together with the set of modeling assumptions above, Moody'sconducted an additional sensitivity analysis, which was a componentin determining the provisional ratings assigned to the Rated Notes.This sensitivity analysis includes increased default probabilityrelative to the base case.

Below is a summary of the impact of an increase in defaultprobability (expressed in terms of WARF level) on the Rated Notes(shown in terms of the number of notch difference versus thecurrent model output, whereby a negative difference corresponds tohigher expected losses), assuming that all other factors are heldequal:

Percentage Change in WARF -- increase of 15% (from 2750 to 3163)

Rating Impact in Rating Notches

Class X Notes: 0

Class A Notes: 0

Class B-1 Notes: -1

Class B-2 Notes: -1

Class C Notes: -2

Class D Notes: -1

Class E Notes: -1

Percentage Change in WARF -- increase of 30% (from 2750 to 3575)

Rating Impact in Rating Notches

Class X Notes: 0

Class A Notes: -1

Class B-1 Notes: -3

Class B-2 Notes: -3

Class C Notes: -4

Class D Notes: -2

Class E Notes: -1

BANC OF AMERICA 2005-5: Moody's Cuts Rating on 4 Tranches to Caa1-----------------------------------------------------------------Moody's Investors Service has downgraded the ratings of fourtranches issued by Banc of America Alternative Loan Trust 2005-5.

The rating action is a result of the recent performance of theunderlying pools and reflects Moody's updated loss expectation onthese pools. The ratings downgraded are due to the depletion ofcredit enhancement available to the bonds.

The principal methodology used in these ratings was "US RMBSSurveillance Methodology" published in November 2013.

Factors that would lead to an upgrade or downgrade of the rating:

Ratings in the US RMBS sector remain exposed to the high level ofmacroeconomic uncertainty, and in particular the unemployment rate.The unemployment rate fell to 5.0% in November 2015 from 5.8% inNovember 2014. Moody's forecasts an unemployment central range of5% to 6% for the 2015 year. Deviations from this central scenariocould lead to rating actions in the sector. House prices areanother key driver of US RMBS performance. Moody's expects houseprices to continue to rise in 2015. Lower increases than Moody'sexpects or decreases could lead to negative rating actions.Finally, performance of RMBS continues to remain highly dependenton servicer procedures. Any change resulting from servicingtransfers or other policy or regulatory change can impact theperformance of these transactions.

The affirmation of the majority of the classes reflects therelatively stable performance of the collateral pool since Fitch'slast rating action. Fitch modeled losses of 14.6% of the remainingpool; expected losses on the original pool balance total 14.5%,including $234.7 million (7.4% of the original pool balance) inrealized losses to date. Fitch has designated 27 loans (31.5% ofthe current pool) as Fitch Loans of Concern, which includes sixloans (2.3%) in special servicing. The downgrade of the alreadydistressed class reflects realized loss as a result of the assetdispositions.

As of the December 2015 distribution date, the pool's aggregateprincipal balance has been reduced by 51.4% to $1.54 billion from$3.17 billion at issuance. According to servicing reports, fourloans (3.5%) are defeased. Cumulative interest shortfalls totaling$26.2 million are currently affecting classes F through class S.

The two largest contributors to Fitch-modeled losses remain thesame since Fitch's last rating action.

The largest contributor to Fitch-modeled losses is ConnecticutFinancial Center (8.5% of pool). The loan is secured by a 466,049square foot (sf) office building located in New Haven, CT. The loanwas previously transferred to special servicing in June 2012 forimminent default after the initial largest tenant, which leasednearly 47% of the total property square footage, vacated asignificant block of their occupied space at its June 2012 leaseexpiration, causing both occupancy and cash flow to dropsignificantly. A modification was executed in August 2013 wherebythe loan was bifurcated into a $70 million A-note and a $60.4million B-note, the borrower contributed new equity to fund tenantimprovements and pay delinquent accrued interest, and the debtservice payment was reduced to be interest-only at 2% in the firstyear, 3% in the second year, and then the note rate until theloan's March 2017 maturity date. The loan was returned to themaster servicer in January 2014 and is performing under themodified terms.

As of the June 2015 rent roll, the property was 78% occupied,compared to 74% at Fitch's last rating action as of September 2014and 91% at issuance. The largest tenants are Yale University (14%of net rentable area [NRA], lease expiration in May 2017), GeneralServices Administration (GSA) - US Attorneys (13%; April 2022), andUnited Illuminating (11%; June 2022). Near-term lease rolloverconsists of 2% in 2016 and 14% in 2017.

The second largest contributor to Fitch-modeled losses is theBeacon Seattle & DC Portfolio (10.7%). The loan was initiallysecured by a portfolio consisting of 16 office properties, thepledge of the mortgage and the borrower's ownership interest in oneoffice property, and the pledge of cash flows from three officeproperties. In aggregate, the initial portfolio of 20 propertiescomprised approximately 9.8 million sf of office space. The loanwas transferred to special servicing in April 2010 for imminentdefault and was modified in December 2010. Key modification termsincluded a five-year extension of the loan to May 2017, adeleveraging structure that provided for the release of propertiesover time, and an interest rate reduction. The loan was returned tothe master servicer in May 2012 and is performing under themodified terms.

Since Fitch's last rating action, there were two additionalcollateral releases, including Plaza East (Bellevue, WA) in May2015 and 1111 Sunset Hills Road (Reston, VA) in December 2015. Therelease of the Plaza East property resulted in no principal paydown to the loan piece in this transaction, while the release ofthe 1111 Sunset Hills Road property resulted in a $2.5 millionprincipal paydown to the loan piece in this transaction.

The remaining collateral consists of seven properties totaling 3.7million sf, four of which are located in the Washington DC MSA andthree are located in Bellevue, WA. As of June 2015, the portfoliooccupancy of the remaining seven properties was 84%, compared to81% at year-end (YE) 2014. Annualized June 2015 net cash flow forthese remaining properties was $66.2 million, compared to $63.5million at YE 2014. GSA has renewed and extended its lease at thePolk Building to September 2025 and at the Taylor Building to April2018, while Booz Allen Hamilton downsized to approximately 210,000sf at the Booz Allen Complex property and extended its lease toSeptember 2025.

The third largest contributor to Fitch-modeled losses is FayettePavilion III & IV (3.3%). The loan is secured by a 490,781 sf powercenter located in Fayetteville, GA. As of the October 2015 rentroll, the property was 83.7% leased and 81.7% occupied. Anna'sLinen (2% of NRA) has a lease expiration in 2020, but the space iscurrently unoccupied. This compares to 84.8% occupancy one yearearlier and 94% at issuance. Property net operating income remains17.5% below issuance. The largest tenants are Kohl's (18% of NRA;lease expiration in January 2022), Belk (13%; February 2020), andDick's Sporting Goods (9%; October 2016). Near-term lease rolloverconsists of 10% in 2016 and 13% in 2017.

The Outlook on class A-M was revised to Stable from Negative toreflect lower expected losses on the overall pool due to betterrecoveries than previously modeled on loans disposed since the lastrating action. However, an upgrade was not warranted on this classdue to the possibility for further underperformance on loans in thetop 15 as many are highly leveraged and are secured by retailproperties located in secondary markets with lease rollover riskduring the loan term.

The ratings on five P&I classes were upgraded based primarily on anincrease in credit support resulting from loan paydowns andamortization. The deal has paid down 14% since Moody's last reviewand 94% since securitization. In addition, defeasance nowrepresents 69% of the current pool balance.

The ratings on two below investment grade P&I classes were affirmedbecause the ratings are consistent with Moody's expected loss.

The rating on the IO Class (Class X-1) was affirmed due to thecredit performance (or the weighted average rating factor or WARF)of its referenced classes.

DEAL PERFORMANCE

As of the December 11, 2015 distribution date, the transaction'saggregate certificate balance has decreased by 94% to $74.4 millionfrom $1.2 billion at securitization. The Certificates arecollateralized by 11 mortgage loans ranging in size from less than1% to 7% of the pool, with the top ten loans (excluding defeasance)representing 31% of the pool. The pool contains one loan,representing 7% of the pool, that has an investment gradestructured credit assessment. Two loans, representing 69% of thepool have defeased and are secured by US Government securities.

Eleven loans have been liquidated from the pool, with seven loanstaking a loss, resulting in an aggregate realized loss of $15.9million (46% loss severity on average). Two loans, representing 8%of the pool, are in special servicing. The largest speciallyserviced loan is the Pottsburg Plaza Loan ($3.5 million -- 4.8% ofthe pool), which is secured by a 35,905 square foot (SF) retailcenter located in Jacksonville, Florida. The loan transferred tospecial servicing in May 2014 due to maturity default and iscurrently REO. The property was only 52% leased as of December2015.

The second specially serviced loan is the Campbell Station ShoppingCenter Loan ($2.2 million -- 3.0% of the pool), which is secured bya 28,003 square foot (SF) retail center located in Springhill,Tennessee. The loan transferred to special servicing in May 2014due to maturity default. The property was 67% leased as of March2015. Moody's estimates an aggregate $1.7 million loss for thespecially serviced loans (31% expected loss on average).

Moody's received full year 2014 operating results for 73% of thepool and partial year 2015 operating results for 45% of the pool.Moody's weighted average conduit LTV is 37% compared to 49% atMoody's last review. Moody's conduit component excludes loans withstructured credit assessments, defeased and CTL loans and speciallyserviced and troubled loans. Moody's net cash flow (NCF) reflects aweighted average haircut of 11% to the most recently available netoperating income (NOI). Moody's value reflects a weighted averagecapitalization rate of 9.4%.

Moody's actual and stressed conduit DSCRs are 1.71X and 3.56X,respectively, compared to 1.49X and 2.68X at the last review.Moody's actual DSCR is based on Moody's net cash flow (NCF) and theloan's actual debt service. Moody's stressed DSCR is based onMoody's NCF and a 9.25% stressed rate applied to the loan balance.

The loan with a structured credit assessment is the New CastleMarketplace Loan ($5.3 million -- 7.2% of the pool), which issecured by a retail property located in New Castle, Delaware. As ofSeptember 2015, the property was 100% leased. The loan matures inSeptember 2019. Moody's structured credit assessment and stressedDSCR are aaa (sca.pd) and 5.99X, respectively, compared to aaa(sca.pd) and 4.92X at the last review.

The top three performing conduit loans represent 14% of the poolbalance. The largest loan is the Arcade Garage Loan ($4.7 million-- 6.3% of the pool), which is secured by a parking garage locatedin Providence, Rhode Island. The loan is fully amortizing andmatures in August 2024. Moody's LTV and stressed DSCR are 44% and2.64X, respectively, compared to 55% and 2.13X at the last review.

The second largest loan is the 877 Post Road East Loan ($3.2million -- 4.3% of the pool), which is secured by a 29,000 SF mixeduse property in Westport, Connecticut. The property was 91% leasedas of September 2015. The loan is fully amortizing and matures inJuly 2024. Moody's LTV and stressed DSCR are 44% and 2.23X,respectively, compared to 53% and 1.85X at the last review.

The third largest loan is the Herriman Crossroads Loan ($2.1million -- 2.8% of the pool), which is secured by a 31,000 SFretail property in Herriman, Utah. The property was 100% leased asof June 2015. The loan is fully amortizing and matures in July2024. Moody's LTV and stressed DSCR are 37% and 2.46X,respectively, compared to 43% and 2.15X at the last review.

The ratings on four P&I classes were upgraded based primarily on anincrease in credit support resulting from loan paydowns andamortization. The deal has paid down 9% since Moody's last review.

The ratings on P&I classes B through E were affirmed because thetransaction's key metrics, including Moody's loan-to-value (LTV)ratio, Moody's stressed debt service coverage ratio (DSCR) and thetransaction's Herfindahl Index (Herf), are within acceptableranges.

The ratings on P&I classes K through N were affirmed because theratings are consistent with Moody's expected loss.

The rating on the IO class, class X-1, was affirmed based on thecredit performance (or the weighted average rating factor or WARF)of the referenced classes.

Moody's rating action reflects a base expected loss of 0.4% of thecurrent balance, compared to 2.5% at Moody's last review. Moody'sbase expected loss plus realized losses is now 1.3% of the originalpooled balance, compared to 1.5% at the last review. Moody'sprovides a current list of base expected losses for conduit andfusion CMBS transactions on moodys.com athttp://v3.moodys.com/viewresearchdoc.aspx?docid=PBS_SF215255.

FACTORS THAT WOULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING:

The performance expectations for a given variable indicate Moody'sforward-looking view of the likely range of performance over themedium term. Performance that falls outside the given range canindicate that the collateral's credit quality is stronger or weakerthan Moody's had previously expected.

Factors that could lead to an upgrade of the ratings include asignificant amount of loan paydowns or amortization, an increase inthe pool's share of defeasance or an improvement in poolperformance.

Factors that could lead to a downgrade of the ratings include adecline in the performance of the pool, loan concentration, anincrease in realized and expected losses from specially servicedand troubled loans or interest shortfalls.

DEAL PERFORMANCE

As of the December 11, 2015 distribution date, the transaction'saggregate certificate balance has decreased by 89% to $114 millionfrom $1.07 billion at securitization. The certificates arecollateralized by 13 mortgage loans ranging in size from less than1% to 21% of the pool, with the top ten loans constituting 62% ofthe pool. One loan, constituting 11% of the pool, has aninvestment-grade structured credit assessment. One loan,constituting 36% of the pool, has defeased and is secured by USgovernment securities.

Three loans, constituting 5% of the pool, are on the masterservicer's watchlist. The watchlist includes loans that meetcertain portfolio review guidelines established as part of the CREFinance Council (CREFC) monthly reporting package. As part ofMoody's ongoing monitoring of a transaction, the agency reviews thewatchlist to assess which loans have material issues that couldaffect performance.

Seven loans have been liquidated from the pool, resulting in anaggregate realized loss of $13.8 million (for an average lossseverity of 48%). There are currently no loans in specialservicing. Moody's received full year 2014 operating results for100% of the pool, and full or partial year 2015 operating resultsfor 52% of the pool. Moody's conduit component excludes loans withstructured credit assessments, defeased and CTL loans, andspecially serviced and troubled loans. Moody's net cash flow (NCF)reflects a weighted average haircut of 12% to the most recentlyavailable net operating income (NOI). Moody's value reflects aweighted average capitalization rate of 9.4%.

Moody's actual and stressed conduit DSCRs are 1.64X and 2.57X,respectively, compared to 1.71X and 3.09X at the last review.Moody's actual DSCR is based on Moody's NCF and the loan's actualdebt service. Moody's stressed DSCR is based on Moody's NCF and a9.25% stress rate the agency applied to the loan balance.

The loan with a structured credit assessment is the Berry PlasticManufacturing Plant Loan ($12.5 million -- 11.0% of the pool),which is secured by a portfolio of four industrial buildingscontaining a total of 862,866 square feet (SF). The properties arelocated in Illinois (2 properties), New York and Arizona. Theproperties are 100% net leased to Berry Plastics through November2023. The loan is fully amortizing. Moody's structured creditassessment and stressed DSCR are aa1 (sca.pd) and 2.22X,respectively, compared to aa3 (sca.pd) and 2.04X at the lastreview.

The top three conduit loans represent 35% of the pool balance. Thelargest conduit loan is the Plymouth Square Shopping Center Loan($23.7 million -- 20.8% of the pool), which is secured by a 275,700square foot (SF) anchored retail property in a suburb just north ofPhiladelphia. As of September 2015, occupancy was 77%, compared to84% at last review. Moody's LTV and stressed DSCR are 65% and1.46X, respectively, compared to 68% and 1.39X at the last review.

The second largest loan is the Shaklee Corporation Loan ($11.1million -- 9.7% of the pool), which is secured by a 123,750 SFoffice building located in a western suburb of San Francisco in theHacienda Business Park. The business park is home to many Fortune500 companies. As of December 2015, the property was 100% occupiedby Shaklee Corporation with a lease expiration in May 2024. Moody'sLTV and stressed DSCR are 40% and 2.43X, respectively, compared to40% and 2.41X at the last review.

The third largest loan is the Castle Rock Portfolio Loan ($5.5million -- 4.8% of the pool), which is secured by eight industrialproperties in Colorado and one in Arizona. All of the propertiesare 100% occupied with lease expirations in June 2024. Moody's LTVand stressed DSCR are 35% and 2.86X, respectively, compared to 38%and 2.64X at the last review.

-- The transaction's ability to make timely interest and ultimate principal payments on the rated notes, which S&P assessed using its cash flow analysis and assumptions commensurate with the assigned ratings under various interest-rate scenarios, including LIBOR ranging from 0.4360%-12.5332%.

-- The transaction's overcollateralization (O/C) and interest coverage tests, a failure of which will lead to the diversion of interest and principal proceeds to reduce the balance of the rated notes outstanding.

-- The transaction's reinvestment O/C test, a failure of which would lead to the reclassification of a certain amount of excess interest proceeds that are available (before paying uncapped administrative expenses and fees, subordinated management fees, hedge payments, supplemental reserve account deposits, collateral manager incentive fees, and subordinated note payments) as principal proceeds during the

Carlyle Global Market Strategies CLO 2012-1, Ltd., issued in March2012, is a collateralized loan obligation (CLO) backed primarily bya portfolio of senior secured loans. The transaction'sreinvestment period will end in April 2016.

RATINGS RATIONALE

These rating actions reflect the benefit of the short period oftime remaining before the end of the deal's reinvestment period inApril 2016. In light of the reinvestment restrictions during theamortization period, and therefore the limited ability of themanager to effect significant changes to the current collateralpool, Moody's analyzed the deal assuming a higher likelihood thatthe collateral pool characteristics will maintain a positive bufferrelative to certain covenant requirements. In particular, Moody'sassumed that the deal will benefit from lower WARF compared to thelevels during the last rating review in April 2015. Moody'smodeled a WARF of 2885 compared to 3075 in April 2015. The dealhas also benefited from a shortening of the portfolio's weightedaverage life since April 2015. Furthermore, the transaction'sreported collateral quality and OC ratios have been stable sinceApril 2015.

Methodology Used for the Rating Action

The principal methodology used in these ratings was "Moody's GlobalApproach to Rating Collateralized Loan Obligations" published inDecember 2015.

Factors that Would Lead to an Upgrade or Downgrade of the Rating:

This transaction is subject to a number of factors andcircumstances that could lead to either an upgrade or downgrade ofthe ratings:

1) Macroeconomic uncertainty: CLO performance is subject to a) uncertainty about credit conditions in the general economy and b) the large concentration of upcoming speculative-grade debt maturities, which could make refinancing difficult for issuers.

2) Collateral Manager: Performance can also be affected positively or negatively by a) the manager's investment strategy and behavior and b) differences in the legal interpretation of CLO documentation by different transactional parties owing to embedded ambiguities.

3) Collateral credit risk: A shift towards collateral of better credit quality, or better credit performance of assets collateralizing the transaction than Moody's current expectations, can lead to positive CLO performance. Conversely, a negative shift in credit quality or performance

of the collateral can have adverse consequences for CLO performance.

4) Deleveraging: An important source of uncertainty in this transaction is whether deleveraging from unscheduled principal proceeds will commence and at what pace. Deleveraging of the CLO could accelerate owing to high prepayment levels in the loan market and/or collateral sales by the manager, which could have a significant impact on the notes' ratings. Note repayments that are faster than Moody's

current expectations will usually have a positive impact on CLO notes, beginning with those with the highest payment priority.

5) Recovery of defaulted assets: Fluctuations in the market value of defaulted assets reported by the trustee and those that Moody's assumes as having defaulted could result in volatility in the deal's OC levels. Further, the timing of recoveries and whether a manager decides to work out or sell defaulted assets create additional uncertainty. Moody's analyzed defaulted recoveries assuming the lower of the market price and the recovery rate in order to account for potential volatility in market prices. Realization of higher

than assumed recoveries would positively impact the CLO.

6) Combination notes: The rating on the combination notes, which

combines cash flows from one or more of the CLO's debt tranches and the equity tranche, is subject to a higher degree of volatility than the other rated notes. Moody's models haircuts to the cash flows from the equity tranche based on the target rating of the combination notes. Actual equity distributions that differ significantly from Moody's assumptions can lead to a faster (or slower) speed of reduction in the combination notes' rated balance, thereby resulting in better (or worse) ratings performance than previously expected.

In addition to the base case analysis, Moody's also conductedsensitivity analyses to test the impact of a number of defaultprobabilities on the rated notes relative to the base case modelingresults, which may be different from the current public ratings ofthe notes. Below is a summary of the impact of different defaultprobabilities (expressed in terms of WARF) on all of the ratednotes (by the difference in the number of notches versus thecurrent model output, for which a positive difference correspondsto lower expected loss):

Moody's modeled the transaction using a cash flow model based onthe Binomial Expansion Technique, as described in "Moody's GlobalApproach to Rating Collateralized Loan Obligations."

The key model inputs Moody's used in its analysis, such as par,weighted average rating factor, diversity score and the weightedaverage recovery rate, are based on its published methodology andcould differ from the trustee's reported numbers. In its basecase, Moody's analyzed the collateral pool as having a performingpar and principal proceeds balance of $498.5 million, defaulted parof $0.85 million, a weighted average default probability of 19.07%(implying a WARF of 2885), a weighted average recovery rate upondefault of 51.56%, a diversity score of 62 and a weighted averagespread of 3.52% (before accounting for LIBOR floors).

Moody's incorporates the default and recovery properties of thecollateral pool in cash flow model analysis where they are subjectto stresses as a function of the target rating on each CLOliability reviewed. Moody's derives the default probability fromthe credit quality of the collateral pool and Moody's expectationof the remaining life of the collateral pool. The average recoveryrate for future defaults is based primarily on the seniority of theassets in the collateral pool. In each case, historical and marketperformance and the collateral manager's latitude for trading thecollateral are also factors.

The upgrade is due to continued pay down and minimal Fitch expectedlosses across the pool. The pool has experienced $10.4 million(0.8% of the original pool balance) in realized losses to date. Fitch has designated three of the remaining 11 loans (54.8% of thepool) as Fitch Loans of Concern; however, there are currently nodelinquent or specially serviced loans.

As of the December 2015 distribution date, the pool's aggregateprincipal balance has been reduced by 98.1% to $24.1 million from$1.27 billion at issuance. Per the servicer reporting, two loans(8.8% of the pool) are defeased. Interest shortfalls are currentlyaffecting class J.

The three Fitch Loans of Concern consist of three restaurantportfolios. Two of the portfolios have six assets in six marketsand the third has four assets in four markets; all of theproperties are stand-alone restaurants located in diverse marketsthroughout the South and Midwestern United States. Collectively,the restaurant brands include Chili's, Macaroni Grill, and On theBorder. The loans are current to date; however, the single-tenantexposure of the individual assets within the portfolios presentsbinary risk that could impact the loans should any of the assetsnot perform. In addition, the balloon loan maturity dates arecoterminous with the respective tenant lease expirations and themost recent reported financials for each of the portfolios are asof year-end (YE) 2012.

RATING SENSITIVITIES

The Outlook Stable on class H and Outlook Positive on class Ireflect increasing credit enhancement. Near-term pay down to classH is anticipated; total annual principal payments of $1.87 millionare pending in January from three assets, and scheduled monthlyamortization should continue from the remaining loans. Despitecredit enhancement, an upgrade to class I is not warranted due tooutdated financial reporting on three of the top four loans, poolconcentration, non-defeased retail/restaurant exposure (70% ofpool), and binary risk from single tenant assets. Class I may besubject to further rating actions should realized losses be greaterthan Fitch's expectations.

DUE DILIGENCE USAGE

No third party due diligence was provided or reviewed in relationto this rating action.

Fitch has taken these rating actions:

-- $2.8 million class H upgraded to 'AAAsf' from 'Asf'; Outlook

Stable;

-- $9.5 million class I affirmed at 'BBsf'; Outlook revised to Positive from Stable.

The actions are a result of the recent performance of theunderlying pools and reflect Moody's updated loss expectations onthe pools. The ratings downgraded are due to the weaker performanceof the underlying collateral and the erosion of enhancementavailable to the bonds. The rating action for CitiCorp MortgageSecurities Trust 2006-4 Class IIIA-1 also reflects a correction tothe cash-flow model used by Moody's in rating this transaction. Thecorrection pertains to the calculation of the senior percentage,which was previously calculated using a ratio of only bond balancesbut is now correctly calculated based on the ratio of a group'sbond balance divided by the related pool balance, which in somecases results in less principal distribution than before.

Factors that would lead to an upgrade or downgrade of the rating:

Ratings in the US RMBS sector remain exposed to the high level ofmacroeconomic uncertainty, and in particular the unemployment rate.The unemployment rate fell to 5.0% in November 2015 from 5.8% inNovember 2014. Moody's forecasts an unemployment central range of4.5% to 5.5% for the 2016 year. Deviations from this centralscenario could lead to rating actions in the sector.

House prices are another key driver of US RMBS performance. Moody'sexpects house prices to continue to rise in 2016. Lower increasesthan Moody's expects or decreases could lead to negative ratingactions.

Finally, performance of RMBS continues to remain highly dependenton servicer procedures. Any change resulting from servicingtransfers or other policy or regulatory change can impact theperformance of these transactions.

The affirmations reflect stable performance of the underlyingcollateral since issuance. As of the December 2015 distributiondate, the pool's aggregate certificate balance remained at $200million, unchanged from issuance. The loan is interest only(annual interest rate of 4.65%) for the entire 20-year term.

The certificates represent the beneficial ownership in the issuingentity, the primary asset of which is one loan having an aggregateprincipal balance of $200 million and secured by the leaseholdinterest in the 101 Avenue of the Americas office property in NewYork, NY. The two largest tenants, NY Genome Center (39.4% oftotal square footage) and Two Sigma (31.9%) occupy approximately71% of the property. Other major tenants include Digital Ocean(8.3%) and REGUS (7.2%).

As of November 2015, occupancy improved to 97.9% from 94.5% atissuance. For the nine months ended Sept. 30, 2015, the NOI debtservice coverage ratio (DSCR) was 1.76x, compared with 2.05x atissuance. The lower debt service coverage ratio is due to freerent periods in place from issuance for the following tenants: TwoSigma, Digital Ocean and Harbor Sound.

The majority of the building rollover is associated with the twolargest tenants which both roll prior to the loan's maturity datein January 2035. NY Genome Center has a lease expiration inSeptember 2033 and Two Sigma expires in April 2029. In-place baserents average approximately $68 per square foot (psf) according tothe November 2015 rent roll. Reis reported an average officevacancy rate of 4.8% with average asking rents of $50.86 in theSouth Broadway submarket of Manhattan. Average asking rents forbuildings built between 1990 - 1999 were $68.64 psf. This compareswith the greater New York Metro area which had a vacancy rate of9.2% with average asking rents of $66.90 psf.

RATING SENSITIVITIES

The Rating Outlook for both classes remains Stable. No ratingactions are anticipated unless there are material changes inproperty occupancy or cash flow. The property performance isconsistent with issuance.

DUE DILIGENCE USAGE

No third party due diligence was provided or reviewed in relationto this rating action.

All trends are Stable. DBRS does not rate the first loss piece,Class G. The Class PEZ certificates are exchangeable for theClasses A-M, B and C certificates (and vice versa).

The rating confirmations reflect the overall performance of thetransaction as reflected in the most recent debt service coverageratio (DSCR) and occupancy figures available for the underlyingloans. The transaction consists of 48 fixed-rate loans secured by80 commercial properties. Since issuance, the transaction hasexperienced a collateral reduction of 2.1% as a result of scheduledamortization, with all of the original 48 loans remaining in thepool. The transaction is reporting a weighted-average (WA) DSCR of2.20 times (x) and a WA debt yield of 11.6% based on YE2014financials. The top 15 loans in the pool reported a WA DSCR of2.16x and a WA debt yield of 10.5%. The YE2014 performance metricsfor the overall pool compares with the DBRS underwritten (UW) DSCRand debt yield at issuance of 2.20x and 11.2%, respectively.

As of the December 2015 remittance, there are three loans on theservicer’s watchlist, representing 9.4% of the current poolbalance. Two of these loans are in the top 15 and are furtherdiscussed below.

The largest loan on the watchlist is Prospectus ID#5, 540 WestMadison Street, representing 6.8% of the current pool balance. Thisloan is secured by a 1.1 million square foot (sf) Class A officeproperty located in downtown Chicago, Illinois. Considered to beone of the most technologically advanced and innovative officebuildings in Chicago, it features an extensive uninterruptablepower supply with an emergency power supply system as well, as63,000 sf of data center space. This loan was placed on thewatchlist as the largest tenant, Bank of America (BofA), hasexercised multiple options to downsize their space after acquiringthe original tenant, LaSalle National Bank (LNB). The building wasoriginally built-to-suit for LNB and at issuance, it occupied 69.0%of the net rentable area (NRA). Over the past few years, BofA hasexercised multiple options to give back space and currentlyoccupies 23.1% of NRA through December 2022. According to theservicer, it has one remaining option to give back an additional3.0% of NRA at the end of 2016. As of the March 2015 rent roll,occupancy was 74.3%; however, the servicer has noted that theborrower has been in negotiations with multiple prospective tenantsto lease the vacant spaces. The property is listed as 93.1%occupied on CoStar, which includes a new tenant (2.7% of NRA) thatwill occupy the 18th floor starting June 2016.

At issuance, it was widely assumed that BofA would execute itsoptions to downsize at the property and, as a result, the loan wasstructured with a tenant improvement/leasing commission reserve of$30 million. As of December 2015, the balance of the reserve is$22.8 million. It is likely that the borrower will be able tocontinue to attract and sign prospective tenants given the largereserve balance and the active marketing of the subject. Inaddition, the borrower has proven that they are able to fill vacantunits at the property despite a major tenant giving back asignificant amount of space. While the YE2014 DSCR declined to1.99x compared with the YE2013 DSCR of 3.08x, as the new leasestake place, it is expected that the performance of the propertywill improve to the expected levels at issuance.

Prospectus ID#14, 70 West 45th Street, representing 2.4% of currentpool balance, is secured by a 41-unit multifamily property locatedin Manhattan, New York. The collateral units are located within a48-story building, Cassa Hotel and Residences, which also includesa 165-key full-service hotel and 12 residential condominiums, whichare not collateral for the loan. The collateral is located in theMidtown West submarket and is two blocks northwest of Grand CentralStation and four blocks northeast of Times Square. Surroundingbuildings are mostly office buildings or other residentialbuildings. The units operate as corporate rental apartments as themajority of the tenancy is comprised of corporate users ororganizations, which provide accommodations for their employees.All of the leases carry short terms for one or two years; however,it is noted that several tenants are original tenants.

The sponsor of the loan is Salim and Ezak Assa, who are the keyprincipals of Assa Properties, a full-service real estate company.The property was developed by the sponsors under the ownershiptitle of Waterscape Resort LLC. The property has a history of legalissues as during the development of the subject, the contractor,Pavarini McGovern, failed to obtain subguard insurance as requiredin the original development contract. As a result, $20 million inmechanical liens were filed against the property. The sponsorsvoluntarily filed Chapter 11 bankruptcy and contested themechanical liens though bankruptcy courts, where it was determinedthat the maximum expense of the liens was $11 million. All lendershave been repaid and the $11 million is held in a third-partyescrow account. It has been determined to be appropriate to coverall outstanding expenses and a clean title has been issued. As aresult, DBRS modeled the loan at issuance with an elevatedprobability of default due to sponsors’ legal issues surroundingthe property.

This loan has been placed on the watchlist as the servicer is inreceipt of a lawsuit against the borrower. The Board of Managers ofthe Cassa New York Condominium (plaintiff) has brought on thelawsuit, which has named the borrower and the trust as one of thedefendants. The lawsuit alleges that the defendants have not paidtheir portion of common charges resulting in a breach of contract.According to the notice, the common charges have not been paidsince December 2013 and there are $2.2 million in arrears, with$1.6 million being attributable to the collateral in thistransaction. The borrower contests that the lawsuit isunsubstantiated and that it has paid the collateral’s portion ofthe common charges through July 2015. In October 2015, the partiesappeared before a judge and it was suggested that the partiesattempt to resolve the dispute and will take time deciding themotion while allowing the parties an opportunity to settle. As theproperty is cash flowing, the master servicer is currentlyescrowing $92,000/month for any ongoing common charges. At thistime there is no expected time frame in which the dispute will besettled.

Overall, occupancy and financial performance have been in line withissuance metrics. According to the September 2015 rent roll, theproperty is 95.1% occupied with all tenants on annual leases.According to the most recent financial reporting, the Q2 2015 DSCRis 1.32x. At YE2014, the DSCR was 1.84x, which has decreased sincethe YE2013 DSCR of 1.91x; however, current performance stillremains above the DBRS UW Term DSCR of 1.31x. Given the location ofthe collateral, the historical occupancy to corporate tenants andfinancial performance, it is expected that the loan will not resultin a foreclosure as the servicers and borrower are working todefend the lawsuit and resolve the dispute. For the purpose of thisreview, DBRS maintained the same increased probability of defaultfor the sponsor at issuance.

DBRS continues to monitor this transaction in its Monthly CMBSSurveillance Report with additional information on the DBRSviewpoint for this transaction, including details on the largestloans in the pool and loans on the servicer’s watchlist. TheDecember 2015 Monthly CMBS Surveillance Report for this transactionwill be published shortly.

The ratings on two IO classes were affirmed based on the creditperformance (or the weighted average rating factor or WARF) of thereferenced classes.

The transaction contains a group of exchangeable certificates.Classes A-M, B and C may be exchanged for Class PEZ certificatesand Class PEZ may be exchanged for the Classes A-M, B and C. ThePEZ certificates will be entitled to receive the sum of interestand principal distributable on the Classes A-M, B and Ccertificates that are exchanged for such PEZ certificates. Theinitial certificate balance of the Class PEZ certificates is equalto the aggregate of the initial certificate balances of the ClassA-M, B and C and represent the maximum certificate balance of thePEZ certificates that may be issued in an exchange.

Moody's rating action reflects a base expected loss of 2.6% of thecurrent balance, compared to 2.9% at Moody's last review. Moody'sbase expected loss plus realized losses is now 2.6% of the originalpooled balance, compared to 2.9% at the last review.

FACTORS THAT WOULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING:

The performance expectations for a given variable indicate Moody'sforward-looking view of the likely range of performance over themedium term. Performance that falls outside the given range canindicate that the collateral's credit quality is stronger or weakerthan Moody's had previously expected.

Factors that could lead to an upgrade of the ratings include asignificant amount of loan paydowns or amortization, an increase inthe pool's share of defeasance or an improvement in poolperformance.

Factors that could lead to a downgrade of the ratings include adecline in the performance of the pool, loan concentration, anincrease in realized and expected losses from specially servicedand troubled loans or interest shortfalls.

METHODOLOGY UNDERLYING THE RATING ACTION

The principal methodology used in these ratings was "Approach toRating US and Canadian Conduit/Fusion CMBS" published in December2014.

DESCRIPTION OF MODELS USED

Moody's review used the excel-based CMBS Conduit Model, which ituses for both conduit and fusion transactions. Credit enhancementlevels for conduit loans are driven by property type, Moody'sactual and stressed DSCR, and Moody's property quality grade (whichreflects the capitalization rate Moody's uses to estimate Moody'svalue). Moody's fuses the conduit results with the results of itsanalysis of investment grade structured credit assessed loans andany conduit loan that represents 10% or greater of the current poolbalance.

Moody's uses a variation of Herf to measure the diversity of loansizes, where a higher number represents greater diversity. Loanconcentration has an important bearing on potential ratingvolatility, including the risk of multiple notch downgrades underadverse circumstances. The credit neutral Herf score is 40. Thepool has a Herf of 21, the same as at Moody's last review.

DEAL PERFORMANCE

As of the Dec. 11, 2015, distribution date, the transaction'saggregate certificate balance has decreased by 1% to $994 millionfrom $1.01 billion at securitization. The certificates arecollateralized by 49 mortgage loans ranging in size from less than1% to 11% of the pool, with the top ten loans constituting 58% ofthe pool. One loan, constituting 9% of the pool, has aninvestment-grade structured credit assessment.

Four loans, constituting 8% of the pool, are on the masterservicer's watchlist. The watchlist includes loans that meetcertain portfolio review guidelines established as part of the CREFinance Council (CREFC) monthly reporting package. As part ofMoody's ongoing monitoring of a transaction, the agency reviews thewatchlist to assess which loans have material issues that couldaffect performance.

Moody's received full year 2014 operating results for 91% of thepool and partial year 2015 operating results for 72% of the pool.Moody's weighted average conduit LTV is 111%, compared to 112% atMoody's last review. Moody's conduit component excludes loans withstructured credit assessments, defeased and CTL loans, andspecially serviced and troubled loans. Moody's net cash flow (NCF)reflects a weighted average haircut of 9% to the most recentlyavailable net operating income (NOI). Moody's value reflects aweighted average capitalization rate of 9%.

Moody's actual and stressed conduit DSCRs are 1.35X and 0.96X,respectively, compared to 1.35X and 0.95X at the last review.Moody's actual DSCR is based on Moody's NCF and the loan's actualdebt service. Moody's stressed DSCR is based on Moody's NCF and a9.25% stress rate the agency applied to the loan balance.

The loan with a structured credit assessment is the 625 MadisonAvenue Loan ($85.0 million -- 8.6% of the pool), which represents aparticipation interest in a $195.0 million mortgage loan. The loanis also encumbered by $195.0 million of mezzanine debt. The loanis secured by a ground lease at 625 Madison Avenue between 58th and59th streets in New York City, with improvements consisting of a17-story, mixed-use building. Initial rent payments are $4,612,500until June 30, 2022 at which time the ground lease payments become4.5% of fair market value. Moody's structured credit assessmentand actual DSCR are aa2 (sca.pd) and 1.03X respectively.

The top three conduit loans represent 27% of the pool balance. Thelargest loan is the Google and Amazon Office Portfolio Loan ($110.0million -- 11.1% of the pool), which represents a participationinterest in a $452.2 million mortgage loan. The loan is alsoencumbered by $67.8 million of mezzanine debt. The loan is securedby two office properties located in Sunnyvale, California. TheMoffett Towers Building D (Amazon Building) is a newly constructedeight-story, Class A office building containing 357,481 square feet(SF). It is part of a seven-building campus. A2Z Development, awholly owned subsidiary of Amazon, will use the space for designand product development for the Kindle e-reader. The Google Campusis comprised of four, four-story, Class A office buildings totaling700,328 SF, which is part of a six-building office campus known asTechnology Corners. Moody's LTV and stressed DSCR are 112% and0.91X, respectively, the same as at the last review.

The second largest loan is the AMC Portfolio Pool I Loan ($87.5million -- 8.8% of the pool), which is secured by sevenmanufactured housing communities. The properties are located inDallas, Texas (3 properties); Austin, Texas (2); and Flint,Michigan (2). The communities were built between 1968 and 1998 andcontain approximately 2,000 pads in aggregate. The loan is stillin its initial 47 month interest only period and then it will beginto amortize on a 360-month schedule. Moody's LTV and stressed DSCRare 119% and 0.80X, respectively, compared to 118% and 0.80X at thelast review.

The third largest loan is the 25 West 45th Street Loan ($70.0million -- 7.0% of the pool), which is secured by a 17-storyClass-B office property on West 45th street of 5th Avenue inManhattan, New York. The improvements contain approximately186,000 SF of which approximately 169,000 SF (91% of NRA) isrepresented by office space and the remaining 16,500 (9% of NRA)consists of grade level retail. Moody's LTV and stressed DSCR are122% and 0.80X, respectively, the same as at the last review.

The upgrade is due to stable performance and recent pay down. Thepool has experienced $32.2 million (7.4% of the original poolbalance) in realized losses to date. There are nine loans remainingin the pool; Fitch has identified three Loans of Concern (32.6% ofthe pool). As of the last rating action, 200 Wheeler Road was thelargest loan in the transaction (previously 29.1% of the pool) anda Loan of Concern. This asset has paid-off in full; however, theconcentration of Fitch Loans of Concern remains high.

As of the December 2015 distribution date, the pool's aggregateprincipal balance has been reduced by 95.9% to $17.8 million from$433.7 million at issuance. As of the last rating action, fourloans were covered by a SunAmerica limited guaranty. All remainingloans backed by the guaranty have paid in full.

The largest loan in the pool (18.5% of the pool) is secured by a308-unit multifamily property located in Charlotte, NC. The subjectwas previously on the servicer watch list in 2014 due to low NCFDSCR of 1.06x (NOI DSCR was 1.26x) as of year-end (YE) 2013.However, performance has improved, the loan has been removed fromthe watch list, and the loan remains current. NOI DSCR hasincreased to 1.48x and 1.76x as of YE 2014 and year-to-date (YTD)June 2015, respectively. The property was 91.3% occupied as of June2015.

The largest contributor to expected losses (7.1% of the pool) is aloan secured by a 38,242 square foot (sf) office building built in1998 and located in Midvale, UT (Salt Lake City MSA). The loan hasbeen identified as a Fitch Loan of Concern and is on the masterservicer's watch list due to low DSCR. Recently a new lease(expires August 2022) has helped to increase occupancy to 76.3%from 32.7% as of the June 2015 rent roll. However, the property iscurrently occupied by only two tenants and the smaller of the two(29.5% NRA) has a lease that expires in March 2016. The borrowerhas been contacted by the servicer for leasing updates. The NOIDSCR was 0.21x as of YE 2014 and 0.16x as of YTD June 2015. Theloan remains current.

RATING SENSITIVITIESThe rating on class 3E is expected to remain stable due toincreasing credit enhancement. Despite high credit enhancement,further upgrades on classes 3E and 3F are not warranted due to aconcentrated pool and credit characteristics of the remainingcollateral, including uncertainty regarding the Fitch Loans ofConcern (32.6% of the pool) and binary risk from a single-tenantasset (18.1% of the pool). Class 3F may be subject to furtherrating actions should realized losses be greater than Fitch'sexpectations.

DUE DILIGENCE USAGE

No third party due diligence was provided or reviewed in relationto this rating action.

The upgrades reflect the defeasance of two loans accounting for85.7% of the pool. The affirmations of the distressed classesreflect the probability of losses from the specially servicedassets. Six loans remain, of which three are with the specialservicer representing 12.7% of the pool. The pool has experienced$11.6 million (1.2% of the original pool balance) in realizedlosses to date.

As of the December 2015 distribution date, the pool's aggregateprincipal balance has been reduced by 92.7% to $70.5 million from$966.8 million at issuance. Per the servicer reporting, two loans(85.7% of the pool) are defeased. Interest shortfalls arecurrently affecting classes L through P.

The largest contributor to expected losses is a specially-servicedloan (6.4% of the pool), which is secured by a 119,061-square foot(sf) suburban medical office building located in Evergreen Park,IL, roughly 15 miles from Chicago. The property is adjacent to a1.2 million-sf shopping mall that was demolished in October 2015and a new retail development is being planned for the site. Theloan was transferred to the special servicer in February 2014 dueto maturity default. Foreclosure was filed in August 2014 and areceiver was appointed in November 2014. Per the servicer,negotiations with the borrower will be dual tracked with theforeclosure action until a resolution is achieved. The largesttenants include Advocate Health (10% of net rentable area (NRA))Fresenius Medial (6.5% of NRA) and Women's Healthcare of IL (5.5%of NRA). According to the September 2015 rent roll, occupancy is66%.

The next largest contributor to expected losses is aspecially-serviced loan (2.8%), which is secured by a 64 unitmulti-family property located in Wayne, MI, roughly 20 miles fromDetroit. The loan was transferred to the special servicer inSeptember 2014 for imminent default and foreclosure has been filed. Negotiations with the borrower are ongoing and will be dualtracked with the foreclosure action until a resolution is achieved. The property is 88% occupied according to the September 2015 rentroll.

The third largest contributor to expected losses is aspecially-serviced asset (3.4%), which is secured by a 16,800-sfretail property located in Puyallup, WA, approximately 36 milessouth of Seattle. The loan was transferred to special servicer inFebruary 2013 due to payment default. The loan had previously beenin special servicing in 2009 for payment default, but was broughtcurrent in early 2011 and returned to the master servicer inmid-2012. A forbearance agreement could not be reached with theborrower and foreclosure was completed in May 2014. The propertyis now REO, but there are no immediate disposition plans at thistime. Per the servicer, the asset is currently in a value-addstrategy as tenants are sought to lease the vacant space. As ofSeptember 2014, the property was reported to be 70.5% occupied.

RATING SENSITIVITIES

Rating Outlooks on classes D through J remain Stable due toincreasing credit enhancement and continued paydown. The balanceof these classes is covered by the defeased collateral. PositiveOutlooks have been assigned to classes L and K as they are alsocovered by the defeased collateral, but further upgrades werelimited at this time due to the uncertainty of ultimate losses fromthe specially serviced assets, and the potential for furtherinterest shortfalls. Once the specially serviced assets areresolved, upgrades to these classes may be warranted. Thedistressed classes will be downgraded as losses are realized.

DUE DILIGENCE USAGE

No third party due diligence was provided or reviewed in relationto this rating action.

The class A-1, A-1-A, A-2, B and C certificates have paid in full.Fitch does not rate the class M and P certificates. Fitchpreviously withdrew the ratings on the interest-only class A-X andA-SP certificates.

The affirmations are based on relatively stable overall performanceof the pool since the last rating action. Fitch modelled losses of14.2% of the remaining pool; expected losses on the original poolbalance total 20.5%, including $368.2 million (10.9% of theoriginal pool balance) in realized losses to date. Fitch hasdesignated 30 loans (26.8%) as Fitch Loans of Concern, whichincludes eight specially serviced assets (3.7%). One loan (1.8%),the Syracuse Office Portfolio, has been liquidated from the trustfor losses since the December 2015 distribution. Losses areexpected to mostly deplete class B. The downgrade to class A-J isbased on a greater certainty of losses.

As of the December 2015 distribution date, the pool's aggregateprincipal balance has been reduced by 36.8% to $2.13 billion from$3.37 billion at issuance. The deal is concentrated by propertytype, with 36.9% of the pool secured by multifamily properties,22.4% by office assets, and 16.8% by retail properties. Theremaining loans have maturity dates in the second half of 2016(38.5%), first-quarter 2017 (43.4%), fourth-quarter 2017 (11.1%),and 2018 (7.0%), with 0.4% being anticipated repayment date (ARD)loans. Thirteen loans (3.6%) are defeased.

The largest contributor to Fitch's modeled losses is the City Place(7.0%) loan, collateralized by a 731,886 square foot (sf) mixed-usecenter located in West Palm Beach, FL. The loan was transferred tothe special servicer in April 2010 and a modification consisting ofan A/B note structure was completed in January 2012 with an A noteof $100 million and a B note of $50 million. The loan was returnedto the master servicer in August 2012. Performance declined to alow point during third quarter 2015 with occupancy of 81% comparedto 95% at issuance and a debt service coverage ratio (DSCR) of1.08x based on the A note balance. However, several major retailtenants have renewed leases over the past 12 months and the sponsoris upgrading the mixed-use development through capitalimprovements. In addition, the sponsor recently completed a hoteldirectly adjacent to the property with the intention of increasingretail traffic at the subject. Fitch losses are based on currentcashflow with a stressed cap rate. The loan's extended maturitydate is in December 2018.

The second largest contributor to modeled losses is Savoy Park(9.9%). The loan is secured by a multifamily complex consisting of1,802 units, located in the Harlem neighborhood of New York City.The loan was previously in special servicing beginning in July 2010due to imminent default; it was assumed by the mezzanine lender anda loan modification was completed in 2012. The loan returned to themaster servicer in March 2013 and remains current. The modificationincludes an A/B note split of a $160 million A note and $50 millionB note, and an extension to Dec. 11, 2017. Per the master servicer,the complex's third quarter 2015 occupancy rate is 97%. Performancehas steadily improved since the modification with the DSCR at 1.4xas of third quarter 2015. Fitch losses are based on currentcashflow and a stressed cap rate.

The third largest contributor to Fitch's model losses is WellsFargo Place (4.2%), a 656,302 sf urban office building located inSt. Paul, MN. The loan was transferred to the special servicer inOctober 2010 for imminent payment default due to cashflow issues.The loan was modified and returned to the master servicer in May2011 after restructured forbearance which included releasingbuilding improvement reserves for general leasing expenditures.Property performance has been steady since returning to the masterservicer; third quarter 2015 occupancy was 85% compared with 88% atyear-end 2013. The sponsor continues to aggressively market thespace and has renewed a number of large tenants during the pastyear. Fitch losses are based on current cashflow and a stressed caprate.

RATING SENSITIVITIES

The Rating Outlook remains Negative for the A-M, A-MFL, and A-MFXclasses given the continued underperformance of loans in the top15. These classes may be downgraded if the transaction experiencesan increase in the number of specially serviced loans, or expectedlosses on the existing specially serviced loans or performing loansincrease. The distressed class A-J will be downgraded as losses arerealized.

DUE DILIGENCE USAGE

No third-party due diligence was provided or reviewed in relationto this rating action.

Classes A-1 and A-2 have paid in full. Class T is not rated. Fitchhas previously withdrawn the ratings in the interest-only classesA-SP and A-X.

CSFB COMMERCIAL 2005-C6: Moody's Raises Rating on E Certs to Ba1----------------------------------------------------------------Moody's Investors Service has affirmed the ratings on four classes,upgraded the ratings on two classes and downgraded the ratings ontwo classes in CSFB Commercial Mortgage Trust, CommercialPass-Through Certificates, Series 2005-C6 as:

The ratings on the P&I classes E&F were upgraded primarily due toan increase in credit support since Moody's last review, resultingfrom paydowns and amortization, as well as Moody's expectation ofadditional increases in credit support resulting from the payoff ofloans approaching maturity that are well positioned for refinance. The pool has paid down by 89.4% since Moody's last review. Inaddition, loans constituting 7.2% of the pool that have debt yieldsexceeding 12.0% are scheduled to mature within the next 6 months.

The rating on the P&I class, class H, was downgraded due tointerest shortfalls and realized and anticipated losses fromspecially serviced and troubled loans that are higher than Moody'shad previously expected.

The rating on the IO Class (Class A-X) was downgraded due to thedecline in the credit performance of its reference classesresulting from principal paydowns of higher quality referenceclasses.

Moody's rating action reflects a base expected loss of 40.0% of thecurrent balance, compared to 7.9% at Moody's last review. Moody'sbase expected loss plus realized losses is now 5.2% of the originalpooled balance, compared to 7.4% at the last review. Moody'sprovides a current list of base expected losses for conduit andfusion CMBS transactions on moodys.com at:

The performance expectations for a given variable indicate Moody'sforward-looking view of the likely range of performance over themedium term. Performance that falls outside the given range canindicate that the collateral's credit quality is stronger or weakerthan Moody's had previously expected.

Factors that could lead to an upgrade of the ratings include asignificant amount of loan paydowns or amortization, an increase inthe pool's share of defeasance or an improvement in poolperformance.

Factors that could lead to a downgrade of the ratings include adecline in the performance of the pool, loan concentration, anincrease in realized and expected losses from specially servicedand troubled loans or interest shortfalls.

METHODOLOGY UNDERLYING THE RATING ACTION

The principal methodology used in these ratings was "Moody'sApproach to Rating Large Loan and Single Asset/Single BorrowerCMBS" published in October 2015.

DESCRIPTION OF MODELS USED

Moody's review used the excel-based Large Loan Model. The largeloan model derives credit enhancement levels based on anaggregation of adjusted loan level proceeds derived from Moody'sloan level LTV ratios. Major adjustments to determining proceedsinclude leverage, loan structure, property type, and sponsorship.These aggregated proceeds are then further adjusted for any poolingbenefits associated with loan level diversity, other concentrationsand correlations.

Moody's uses a variation of Herf to measure the diversity of loansizes, where a higher number represents greater diversity. Loanconcentration has an important bearing on potential ratingvolatility, including the risk of multiple notch downgrades underadverse circumstances. The credit neutral Herf score is 40. Thepool has a Herf of 9, compared to 75 at Moody's last review.

Moody's analysis incorporated a loss and recovery approach inrating the P&I classes in this deal since 83.0% of the pool is inspecial servicing. In this approach, Moody's determines aprobability of default for each specially serviced loan that itexpects will generate a loss and estimates a loss given defaultbased on a review of broker's opinions of value (if available),other information from the special servicer, available market dataand Moody's internal data. The loss given default for each loanalso takes into consideration repayment of servicer advances todate, estimated future advances and closing costs. Translating theprobability of default and loss given default into an expected lossestimate, Moody's then applies the aggregate loss from speciallyserviced loans to the most junior class(es) and the recovery as apay down of principal to the most senior class(es).

DEAL PERFORMANCE

As of the Dec. 17, 2015, distribution date, the transaction'saggregate certificate balance has decreased by 89.4% to $161.4million from $2.5 billion at securitization. The certificates arecollateralized by 16 mortgage loans ranging in size from 1% to 19%of the pool, with the top ten loans constituting 87.5% of the pool. One loan, constituting 6.2% of the pool, has an investment-gradestructured credit assessment.

Two loans, constituting 6.6% of the pool, are on the masterservicer's watchlist. The watchlist includes loans that meetcertain portfolio review guidelines established as part of the CREFinance Council (CREFC) monthly reporting package. As part ofMoody's ongoing monitoring of a transaction, the agency reviews thewatchlist to assess which loans have material issues that couldaffect performance.

Twenty-four loans have been liquidated from the pool, resulting inan aggregate realized loss of $66.0 million (for an average lossseverity of 19.6%). 12 loans, constituting 83.0% of the pool, arecurrently in special servicing. The largest specially servicedloan is the Highland Industrial loan (for $30.7 million 19.0% ofthe pool), which was originally secured by 18 single-story officeand industrial buildings, located in the Ann Arbor industrial park. These buildings contained approximately 60% office space and 40%warehouse space. The loan transferred to special servicing inMarch 2012 and become REO in April 2014. Six buildings have beensold, for between $51 and $63 per square foot. Five of the sixbuildings were vacant when the sale occurred.

Moody's has assumed a high default probability for two poorlyperforming loans, constituting 9.8% of the pool, and has estimatedan aggregate loss of $8.2 million (a 52% expected loss based on a72% probability default) from these troubled loans.

Moody's received full year 2013 operating results for 63% of thepool and full or partial year 2014 operating results for 75% of thepool. Moody's value reflects a weighted average capitalizationrate of 8.3%.

The loan with a structured credit assessment is the One MadisonAvenue Loan ($9.9 million -- 6.2% of the pool). The loan isencumbered by a $50 million B-Note and a $482.8 million mezzanineloan. The senior first mortgage loan is fully amortizing andmatures in May 2016. Credit Suisse AG (senior unsecured rating: A1-- possible downgrade) is the anchor tenant, leasing approximately97% of the net rental area (NRA) through December 2020. Performance has remained stable and the loan has benefited fromamortization. Moody's structured credit assessment and stressedDSCR are aaa (sca.pd) and >4.0X, respectively, same as at thelast review.

The top two conduit loans represent 10.8% of the pool balance. Thelargest loan is the 515 Westheimer Loan ($1.7 million -- 1.0% ofthe pool), which is secured by a 13,322 square foot (SF) retailproperty located in Houston, TX. The property was 79% occupied asof June 2015. Moody's LTV and stressed DSCR are 51.9% and 2.02X,respectively, compared to 51.8% and 2.02X at the last review.

The second largest loan is the Green Valley Tech Plaza Loan -- Anote ($9.0 million -- 5.6% of the pool), which is secured by an103,128 square foot (SF) office property located in Fairfield,California. The loan balance at securitization was $15.8 million.In 2011 the largest tenant that occupied 58% of the NRA vacatedupon their lease expiration, the loan transferred to SpecialServicing soon after. Occupancy decreased from 100% in June 2011to 41.8% in September 2011, and has remained at 41.8% since. Theloan was modified in August 2013 with a $9 million A-note and $8.2million B-note. The loan was reinstated with the Master Serviceras a Corrected Mortgage Loan effective November 2013. Moody'srecognizes this as a troubled loan. Moody's LTV and stressed DSCRare 122.9% and 0.84X, respectively, compared to 122.3% and 0.84X atthe last review.

The rating of the IO class, Class A-X, was affirmed because thecredit performance (or the weighted average rating factor or WARF)of its referenced classes are consistent with Moody's expectations. The IO class is the only outstanding Moody's-rated class in thistransaction.

FACTORS THAT WOULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING:

The rating of an IO class is based on the credit performance of itsreferenced classes. An IO class may be upgraded based on a lowerweighted average rating factor or WARF due to an overallimprovement in the credit quality of its reference classes. An IOclass may be downgraded based on a higher WARF due to a decline inthe credit quality of its reference classes, paydowns of higherquality reference classes or non-payment of interest. Classes thathave paid off through loan paydowns or amortization are notincluded in the WARF calculation. Classes that have experiencedlosses are grossed up for losses and included in the WARFcalculation, even if Moody's has withdrawn the rating.

METHODOLOGY UNDERLYING THE RATING ACTION

The methodologies used in these ratings were "Moody's Approach toRating Large Loan and Single Asset/Single Borrower CMBS" publishedin October 2015 and and "Commercial Real Estate Finance: Moody'sApproach to Rating Credit Tenant Lease Financings" published in May2015.

DESCRIPTION OF MODELS USED

Moody's review incorporated the use of the excel-based Large LoanModel. The large loan model derives credit enhancement levelsbased on an aggregation of adjusted loan level proceeds derivedfrom Moody's loan level LTV ratios. Major adjustments todetermining proceeds include leverage, loan structure, propertytype, and sponsorship. These aggregated proceeds are then furtheradjusted for any pooling benefits associated with loan leveldiversity, other concentrations and correlations.

Moody's currently uses a Gaussian copula model, incorporated in itspublic CDO rating model CDOROM to generate a portfolio lossdistribution to assess the ratings of the Credit Tenant Lease (CTL)component.

DEAL PERFORMANCE

As of the Dec. 17, 2015, distribution date, the transaction'saggregate certificate balance has decreased by 96% to $109 millionfrom $2.48 billion at securitization. The Certificates arecollateralized by 52 mortgage loans ranging in size from less than1% to 10.5% of the pool. Fifteen loans, representing 15% of thepool have defeased and are secured by US Government securities. Thepool includes a credit tenant lease (CTL) component consisting of31 loans totaling 77% of the pool. The non-defeased and non-CTLcomponent represents only 9% of the pool.

Six loans, representing 16% of the pool, are on the masterservicer's watchlist. The watchlist includes loans which meetcertain portfolio review guidelines established as part of the CREFinance Council (CREFC) monthly reporting package. As part ofMoody's ongoing monitoring of a transaction, Moody's reviews thewatchlist to assess which loans have material issues that couldimpact performance.

Forty-nine loans have been liquidated from the pool, resulting inan aggregate realized loss of $89.7 million (37% loss severity onaverage). No loans are currently in special servicing.

Moody's was provided with full year 2014 for 100% of the pool'snon-defeased and non-CTL loans.

The largest non-defeased and non-CTL loan is the Peachtree CornersShopping Center Loan ($5.8 million -- 5.3% of the pool), which issecured by a fitness center anchored retail property located 20miles northeast of Atlanta, Georgia. As of June 2015 the propertywas 80% leased compared to 82% at last review. This loan hasamortized 28% since securitization. Moody's LTV and stressed DSCRare 103% and 1.10X, respectively, compared to 118% and 0.96X atprior review.

The second largest non-defeased and non-CTL loan is the ChristmasTree Shops Plaza Loan ($2.8 million -- 2.5% of the pool), which issecured by an anchored retail located 5 miles west of West Haven,Connecticut. As of September 2015, the property was 99% leasedcompared to 90% at last review. The loan is fully amortizing andhas amortized 78% since securitization. Moody's LTV and stressedDSCR are 24% and greater than 4.00X, respectively, compared to 38%and 2.99X at prior review.

The CTL component consists of 31 loans secured by properties leasedto nine tenants. The largest exposure is Best Buy Co., Inc. ($24.1million -- 22% of the pool; senior unsecured rating: Baa1 -- Stableoutlook). Five of the tenants have a Moody's rating and represent68% of the CTL component balance. The bottom-dollar weightedaverage rating factor (WARF) for this pool is 3,176 compared to2,947 at last review. WARF is a measure of the overall quality ofa pool of diverse credits. The bottom-dollar WARF is a measure ofthe default probability within the pool.

CSFB MORTGAGE 2004-C5: Moody's Lowers Rating on H Certs to Caa3---------------------------------------------------------------Moody's Investors Service has affirmed the ratings on four classesand downgraded the ratings on two classes of CSFB MortgageSecurities Corp., Commercial Mortgage Pass-Through Certificates,Series 2004-C5 as:

The rating on P&I Classes H and J were downgraded due to higheranticipated realized loss from loans in special servicing.

The ratings on three P&I Classes (classes K, L and M) were affirmedbecause the ratings are consistent with Moody's expected loss.

The rating on the IO Class, Class A-X, was affirmed based on thecredit performance of its referenced classes.

Moody's rating action reflects a base expected loss of 82.2% of thecurrent balance, compared to 50.2% at Moody's last review. Moody'sbase expected loss plus realized losses is now 4.7% of the originalpooled balance, compared to 4.4% at the last review. Moody'sprovides a current list of base expected losses for conduit andfusion CMBS transactions on moodys.com at:

The performance expectations for a given variable indicate Moody'sforward-looking view of the likely range of performance over themedium term. Performance that falls outside the given range canindicate that the collateral's credit quality is stronger or weakerthan Moody's had previously expected.

Factors that could lead to an upgrade of the ratings include asignificant amount of loan paydowns or amortization, an increase inthe pool's share of defeasance or an improvement in poolperformance.

Factors that could lead to a downgrade of the ratings include adecline in the performance of the pool, loan concentration, anincrease in realized and expected losses from specially servicedand troubled loans or interest shortfalls.

METHODOLOGY UNDERLYING THE RATING ACTION

The principal methodology used in these ratings was "Moody'sApproach to Rating Large Loan and Single Asset/Single BorrowerCMBS" published in October 2015.

Moody's analysis incorporated a loss and recovery approach inrating the P&I classes in this deal since 86.4% of the pool is inspecial servicing and performing loans only represent 13.6% of thepool. In this approach, Moody's determines a probability ofdefault for each specially serviced loan that it expects willgenerate a loss and estimates a loss given default based on areview of broker's opinions of value (if available), otherinformation from the special servicer, available market data andMoody's internal data. The loss given default for each loan alsotakes into consideration repayment of servicer advances to date,estimated future advances and closing costs. Translating theprobability of default and loss given default into an expected lossestimate, Moody's then applies the aggregate loss from speciallyserviced loans to the most junior classes and the recovery as a paydown of principal to the most senior class.

DESCRIPTION OF MODELS USED

Moody's uses a variation of Herf to measure the diversity of loansizes, where a higher number represents greater diversity. Loanconcentration has an important bearing on potential ratingvolatility, including the risk of multiple notch downgrades underadverse circumstances. The credit neutral Herf score is 40. Thepool has a Herf of 2, compared to 3 at Moody's last review.

Moody's review incorporated the use of the excel-based Large LoanModel. The large loan model derives credit enhancement levelsbased on an aggregation of adjusted loan-level proceeds derivedfrom Moody's loan-level LTV ratios. Major adjustments todetermining proceeds include leverage, loan structure, propertytype and sponsorship. Moody's also further adjusts theseaggregated proceeds for any pooling benefits associated with loanlevel diversity and other concentrations and correlations.

DEAL PERFORMANCE

As of the Dec. 17, 2015, distribution date, the transaction'saggregate certificate balance has decreased by 97% to $55.3 millionfrom $1.9 billion at securitization. The certificates arecollateralized by 11 mortgage loans ranging in size from less than1% to 75% of the pool.

Two loans, constituting 8% of the pool, are on the masterservicer's watchlist. The watchlist includes loans that meetcertain portfolio review guidelines established as part of the CREFinance Council (CREFC) monthly reporting package. As part ofMoody's ongoing monitoring of a transaction, the agency reviews thewatchlist to assess which loans have material issues that couldaffect performance.

Thirty-four loans have been liquidated from the pool, resulting inan aggregate realized loss of $42.6 million (for an average lossseverity of 18%). Three loans, constituting 86% of the pool, arecurrently in special servicing. The largest specially servicedloan is the 340 Mount Kemble Avenue Loan ($41.3 million -- 74.6% ofthe pool), which is secured by a Class A 387,000 square feet (SF)office building located in Morris Township, New Jersey. Theproperty was fully leased to AT&T until they vacated upon theirlease expiration in August 2014. AT&T had been in the buildingsince it was built in 1979. The loan subsequently transferred tospecial servicing due to imminent default. The loan is now REO andhas been deemed non-recoverable.

The second largest specially serviced loan is the 2150 Point BlvdLoan ($3.7 million -- 6.7% of the pool), which is secured by a46,206 square foot (SF) office building located in Elgin, Illinois. The loan transferred to special servicing in December 2013 due toimminent default. The property is 100% vacant as of December 2015. The loan is REO and has been deemed non-recoverable.

The third largest specially serviced loan is the Timberstone CenterLoan ($2.8 million -- 5.0% of the pool), which is secured by a35,497 SF strip retail center shadow anchored by Kroger inSylvania, Ohio. The loan transferred to special servicing in June2014 due to imminent default after the borrower indicated theywould not be able to pay off the loan at maturity. As of June2015, the property was 82% leased. The loan became REO in December2015.

The three specially serviced loans are secured by a mix of propertytypes. Moody's estimates an aggregate $45 million loss for thoseloans (95% expected loss on average).

Moody's received full year 2014 operating results for 100% of thepool, and full or partial year 2015 operating results for 67% ofthe pool. Moody's weighted average conduit LTV is 59%, compared to56% at Moody's last review. Moody's conduit component excludesloans with structured credit assessments, defeased and CTL loans,and specially serviced and troubled loans. Moody's net cash flow(NCF) reflects a weighted average haircut of 23% the most recentlyavailable net operating income (NOI). Moody's value reflects aweighted average capitalization rate of 8.8%.

Moody's actual and stressed conduit DSCRs are 1.24X and 2.26X,respectively, compared to 1.30X and 2.17X the last review. Moody'sactual DSCR is based on Moody's NCF and the loan's actual debtservice. Moody's stressed DSCR is based on Moody's NCF and a 9.25%stress rate the agency applied to the loan balance.

The top three conduit loans represent 11% of the pool balance. Thelargest loan is the Emerald Coast Centre Loan ($3.8 million -- 6.9%of the pool), which is secured by a 63,260 SF anchored retailcenter in Destin, Florida. As of December 2015, the property was65% leased, compared to 84% at last review. Moody's LTV andstressed DSCR are 88% and 1.10X, respectively, compared to 74% and1.31X at the last review.

The second largest loan is the Marina Apartments Portfolio Loan($2.1 million -- 3.8% of the pool), which is secured by a 48-unitmultifamily complex in San Francisco, California. As of November2015, the portfolio was 98% occupied compared to 92% in year-end2014. Moody's LTV and stressed DSCR are 28% and 3.26X,respectively, compared to 31% and 2.94X at the last review.

The third largest loan is the 14-16 East 17th Street Loan ($430,092-- 0.8% of the pool), which is secured by a 15-unit multifamilycomplex in New York, New York. As of November 2015, the propertywas 100% leased, the same as at last review. Moody's LTV andstressed DSCR are 40% and 2.31X, respectively, compared to 41% and2.26X at the last review.

The rating of the IO class, Class S, was affirmed based on thecredit performance (or the weighted average rating factor or WARF)of its referenced classes. The IO class is the only outstandingMoody's-rated class in this transaction.

FACTORS THAT WOULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING:

The rating of an IO class is based on the credit performance of itsreferenced classes. An IO class may be upgraded based on a lowerweighted average rating factor or WARF due to an overallimprovement in the credit quality of its reference classes. An IOclass may be downgraded based on a higher WARF due to a decline inthe credit quality of its reference classes, paydowns of higherquality reference classes or non-payment of interest. Classes thathave paid off through loan paydowns or amortization are notincluded in the WARF calculation. Classes that have experiencedlosses are grossed up for losses and included in the WARFcalculation, even if Moody's has withdrawn the rating.

DEAL PERFORMANCE

As of the December 10, 2015 distribution date, the transaction'saggregate certificate balance has decreased by 99% to $14.8 millionfrom $1.2 billion at securitization. The Certificates arecollateralized by two mortgage loans.

Both loans are on the master servicer's watchlist. The watchlistincludes loans which meet certain portfolio review guidelinesestablished as part of the CRE Finance Council (CREFC) monthlyreporting package. As part of our ongoing monitoring of atransaction, Moody's reviews the watchlist to assess which loanshave material issues that could impact performance.

Thirty-three loans have been liquidated from the pool, resulting inan aggregate realized loss of $41.5 million (32% loss severity onaverage). No loans are currently in special servicing.

The largest loan is the Links at Bixby Loan ($7.5 million -- 50.6%of the pool), which is secured by a 324-unit multifamily propertylocated in Bixby, Oklahoma. The property was 99% leased as of June2015 compared to 100% at last review. Performance remains stable.The loan is fully-amortizing and has amortized 48% sincesecuritization. Moody's LTV and stressed DSCR are 56% and 1.94X,respectively, compared to 58% and 1.86X at last review.

The other loan is the Shoppes at Longwood Loan ($7.3 million -- 49%of the pool), which is secured by a 142,000 square foot (SF) retailcenter located in Kennett Square, Pennsylvania. The largest tenantsinclude TJ Maxx (17% of the NRA; lease expiration in January 2018)and Staples (13% of the NRA; lease expiration in November 2017).The property was 67% leased as of September 2015 compared to 100%at last review. This drop in occupancy is attributed to theSeptember 2015 departure of Super Fresh (32% of the NRA) due to theJuly 2015 bankruptcy of its parent company, Great Atlantic &Pacific Tea Co. Servicer commentary has indicated that there isinterest from several tenants to re-lease all or a majority of thespace. The loan has amortized 48% since securitization. Moody's LTVand stressed DSCR are 37% and 2.75X, respectively, compared to 41%and 2.54X at last review.

EMERSON PLACE: Moody's Lowers Rating on Class D Notes to B1-----------------------------------------------------------Moody's Investors Service has downgraded the ratings on these notesissued by Emerson Place CLO, Ltd.:

Emerson Place CLO, Ltd., issued in December 2006, is acollateralized loan obligation (CLO) backed primarily by aportfolio of senior secured loans. The transaction's reinvestmentperiod ended in January 2013.

RATINGS RATIONALE

These rating actions are primarily a result of a decrease in thetransaction's Class D and Class E overcollateralization (OC) ratiossince April 2015, due to 1) an increase in defaulted assetholdings, 2) an increase in the deal's exposure to investments thatmature after the notes do (long dated assets), and 3) a decrease inthe average value at which such long dated assets are carried inthe OC tests.

Based on the trustee's December 2015 report, the Class D and ClassE OC ratios are reported at 105.44% and 99.51%, versus April 2015levels of 108.74% and 102.79%.

In Moody's calculations, assets that are treated as defaultedcurrently make up approximately $11.9 million or 7.3% of theportfolio compared to the April 2015 level of $5.2 million or 2.8%. Furthermore, the deal's Stated Maturity Haircut, which adjusts thecarrying value of long dated assets to their market values forpurposes of the OC tests, increased to $5.8 million in December2015 from $1.9 million in April 2015 as a result of declines inloan prices.

Based on Moody's calculations, long dated assets currently make upapproximately 52.2% of the portfolio compared to 45.5% in April2015. In addition to the aforementioned market value-based OCratio test adjustments for long dated assets, these investmentscould expose the notes to market risk in the event of liquidationwhen the notes mature.

Methodology Used for the Rating Action

The principal methodology used in these ratings was "Moody's GlobalApproach to Rating Collateralized Loan Obligations" published inDecember 2015.

Factors that Would Lead to an Upgrade or Downgrade of the Rating:

This transaction is subject to a number of factors andcircumstances that could lead to either an upgrade or downgrade ofthe ratings:

1) Macroeconomic uncertainty: CLO performance is subject to a) uncertainty about credit conditions in the general economy and b) the large concentration of upcoming speculative-grade debt maturities, which could make refinancing difficult for issuers.

2) Collateral Manager: Performance can also be affected positively or negatively by a) the manager's investment strategy and behavior and b) differences in the legal interpretation of CLO documentation by different transactional parties owing to embedded ambiguities.

3) Collateral credit risk: A shift towards collateral of better credit quality, or better credit performance of assets collateralizing the transaction than Moody's current expectations, can lead to positive CLO performance. Conversely, a negative shift in credit quality or performance

of the collateral can have adverse consequences for CLO performance.

4) Deleveraging: An important source of uncertainty in this transaction is whether deleveraging from unscheduled principal proceeds will continue and at what pace. Deleveraging of the CLO could accelerate owing to high prepayment levels in the loan market and/or collateral sales by the manager, which could have a significant impact on the notes' ratings. Note repayments that are faster than Moody's

current expectations will usually have a positive impact on CLO notes, beginning with those with the highest payment priority.

5) Recovery of defaulted assets: Fluctuations in the market value of defaulted assets reported by the trustee and those that Moody's assumes as having defaulted could result in volatility in the deal's OC levels. Further, the timing of recoveries and whether a manager decides to work out or sell defaulted assets create additional uncertainty.

6) Long-dated assets: The presence of assets that mature after the CLO's legal maturity date exposes the deal to liquidation

risk on those assets. This risk is borne first by investors with the lowest priority in the capital structure. Moody's assumes that the terminal value of an asset upon liquidation at maturity will be equal to the lower of an assumed liquidation value (depending on the extent to which the asset's maturity lags that of the liabilities) or the asset's

current market value. Moody's notes that the deal's percentage exposure to long-dated assets has increased, partly as a result of participation in loan amendments that extend maturities. In light of the deal's sizable exposure to long-dated assets, which increases its sensitivity to the liquidation assumptions in the rating analysis, Moody's ran scenarios using a range of liquidation value assumptions. However, actual long-dated asset exposures and prevailing market prices and conditions at the CLO's maturity will drive

the deal's actual losses, if any, from long-dated assets.

In addition to the base case analysis, Moody's also conductedsensitivity analyses to test the impact of a number of defaultprobabilities on the rated notes relative to the base case modelingresults, which may be different from the current public ratings ofthe notes. Below is a summary of the impact of different defaultprobabilities (expressed in terms of WARF) on all of the ratednotes (by the difference in the number of notches versus thecurrent model output, for which a positive difference correspondsto lower expected loss):

Moody's modeled the transaction using a cash flow model based onthe Binomial Expansion Technique, as described in "Moody's GlobalApproach to Rating Collateralized Loan Obligations."

The key model inputs Moody's used in its analysis, such as par,weighted average rating factor, diversity score and the weightedaverage recovery rate, are based on its published methodology andcould differ from the trustee's reported numbers. In its basecase, Moody's analyzed the collateral pool as having a performingpar and principal proceeds balance of $151.7 million, defaulted parof $11.9 million, a weighted average default probability of 14.40%(implying a WARF of 2757), a weighted average recovery rate upondefault of 49.21%, a diversity score of 32 and a weighted averagespread of 3.30% (before accounting for LIBOR floors).

Moody's incorporates the default and recovery properties of thecollateral pool in cash flow model analysis where they are subjectto stresses as a function of the target rating on each CLOliability reviewed. Moody's derives the default probability fromthe credit quality of the collateral pool and Moody's expectationof the remaining life of the collateral pool. The average recoveryrate for future defaults is based primarily on the seniority of theassets in the collateral pool. Moody's generally applies recoveryrates for CLO securities as published in "Moody's Approach toRating SF CDOs". In some cases, alternative recovery assumptionsmay be considered based on the specifics of the analysis of the CLOtransaction. In each case, historical and market performance andthe collateral manager's latitude for trading the collateral arealso factors.

The objective of the transaction is to transfer credit risk fromFreddie Mac to private investors with respect to a $35.7 billionpool of mortgage loans currently held in previously issued MBSguaranteed by Freddie Mac where principal repayment of the notes issubject to the performance of a reference pool of mortgage loans. As loans liquidate or other credit events occur, the outstandingprincipal balance of the debt notes will be reduced by the actualloan's loss severity (LS) percentage related to those creditevents, which includes borrower's delinquent interest.

While the transaction structure simulates the behavior and creditrisk of traditional RMBS senior-subordinate securities, Freddie Macwill be responsible for making monthly payments of interest andprincipal to investors. Because of the counterparty dependence onFreddie Mac, Fitch's expected rating on the M-1, M-1F, M-1I, M-2,M-2F, M-2I, M-3, M-3F, M-3I, MA and M-12 notes will be based on thelower of: the quality of the mortgage loan reference pool andcredit enhancement available through subordination; and FreddieMac's Issuer Default Rating. The M-1, M-2, M-3 and B notes will beissued as uncapped LIBOR-based floaters and will carry a 12.5-yearlegal final maturity.

KEY RATING DRIVERS

High-Quality Mortgage Pool: The reference mortgage loan poolconsists of 144,144 high-quality mortgage loans totaling $35.7 billion that were acquired by Freddie Mac between April 1,2015 and June 30, 2015. The pool consists of loans with originalloan-to-value ratios (LTVs) of over 60% and less than or equal to80% with a weighted average (WA) original combined LTV of 76%. TheWA debt-to-income (DTI) ratio of 35% and credit score of 754reflect the strong credit profile of post-crisis mortgageoriginations.

Actual Loss Severities: This will be Freddie Mac's sixth actualloss risk transfer transaction in which losses borne by thenoteholders will not be based on a fixed LS schedule. The notes inthis transaction will experience losses realized at the time ofliquidation, which will include both lost principal and delinquentinterest. Fitch's model LS for the 'BBBsf' and 'BBB-sf' ratingscenarios of roughly 36% and 34%, respectively, approximate theaverage fixed LS schedule of about 36% and 35%, respectively.

12.5-Year Hard Maturity: M-1, M-2 and M-3 notes benefit from a12.5-year legal final maturity as opposed to the 10-year maturityseen in prior fixed LS STACRs. Thus, any credit events on thereference pool that occur beyond year 12.5 are borne by Freddie Macand do not affect the transaction. In addition, credit events thatoccur prior to maturity with losses realized from liquidations thatoccur after the final maturity date will not be passed through tonoteholders. This feature more closely aligns the risk of loss tothat of the 10-year, fixed LS STACRs where losses were passedthrough when a credit event occurred - i.e. loans became 180 daysdelinquent with no consideration for liquidation timelines. Thecredit ranged from 8% at the 'Asf' rating category to 14% at the'Bsf' rating category.

Solid Lender Review and Acquisition Processes: Fitch found thatFreddie Mac has a well-established and disciplined process in placefor the purchase of loans and views its lender-approval andoversight processes for minimizing counterparty risk and ensuringsound loan quality acquisitions as positive. Loan quality control(QC) review processes are thorough and indicate a tight controlenvironment that limits origination risk. Fitch has determinedFreddie Mac to be an above-average aggregator for its 2013 andlater product. The lower risk was accounted for by Fitch byapplying a lower default estimate for the reference pool.

Advantageous Payment Priority: The payment priority of the M-1class will result in a shorter life and more stable creditenhancement (CE) than mezzanine classes in private-label (PL) RMBS,providing a relative credit advantage. Unlike PL mezzanine RMBS,which often do not receive a full pro-rata share of the pool'sunscheduled principal payment until year 10, the M-1 class canreceive a full pro-rata share of unscheduled principal immediately,as long as a minimum CE level is maintained, the cumulative netloss is within a certain threshold and the delinquency test iswithin a certain threshold. Additionally, unlike PL mezzanineclasses, which lose subordination over time due to scheduledprincipal payments to more junior classes, the M-2, M-3 and Bclasses will not receive any scheduled or unscheduled principalallocations until the M-1 class is paid in full. The B class willnot receive any scheduled or unscheduled principal allocationsuntil the M-3 class is paid in full.

Solid Alignment of Interests: While the transaction is designed totransfer credit risk to private investors, Fitch believes thetransaction benefits from a solid alignment of interests. FreddieMac will retain credit risk in the transaction by holding thesenior reference tranche A-H, which has 5.00% of loss protection,as well as a minimum of 50% of the first-loss B tranche, sized at100 basis points (bps). Initially, Freddie Mac will retain anapproximately 33% vertical slice/interest in the M-1, M-2 and M-3tranches.

Receivership Risk Considered: Under the Federal Housing FinanceRegulatory Reform Act, the Federal Housing Finance Agency (FHFA)must place Freddie Mac into receivership if it determines that theGSEs assets are less than its obligations for longer than 60 daysfollowing the deadline of its SEC filing. As receiver, FHFA couldrepudiate any contract entered into by Freddie Mac if it isdetermined that such action would promote an orderly administrationof Freddie Mac's affairs. Fitch believes that the U.S. governmentwill continue to support Freddie Mac, as reflected in its currentrating of the GSE. However, if, at some point, Fitch views thesupport as being reduced and receivership likely, the rating ofFreddie Mac could be downgraded and ratings on the M-1, M-2 and M-3notes, along with their corresponding MAC notes, could beaffected.

RATING SENSITIVITIES

Fitch's analysis incorporates sensitivity analyses to demonstratehow the ratings would react to steeper market value declines (MVDs)than assumed at both the MSA and national levels. The impliedrating sensitivities are only an indication of some of thepotential outcomes and do not consider other risk factors that thetransaction may become exposed to or be considered in thesurveillance of the transaction.

This defined stress sensitivity analysis demonstrates how theratings would react to steeper MVDs at the national level. Theanalysis assumes MVDs of 10%, 20%, and 30%, in addition to themodel projected 25% at the 'BBBsf' level, 23.4% at the 'BBB-sf'level and 15.6% at the 'Bsf' level. The analysis indicates thatthere is some potential rating migration with higher MVDs, comparedwith the model projection.

Fitch also conducted defined rating sensitivities which determinethe stresses to MVDs that would reduce a rating by one fullcategory, to non-investment grade, and to 'CCCsf'. For example,additional MVDs of 10%, 10% and 32% would potentially move the'BBBsf' rated class down one rating category, to non-investmentgrade, to 'CCCsf', respectively.

DUE DILIGENCE USAGE

Fitch was provided with due diligence information from Opus CapitalMarkets Consultants LLC (Opus). The due diligence focused oncredit and compliance reviews, desktop valuation reviews and dataintegrity. Opus examined selected loan files with respect to thepresence or absence of relevant documents. Fitch receivedcertifications indicating that the loan-level due diligence wasconducted in accordance with Fitch's published standards. Thecertifications also stated that the company performed its work inaccordance with the independence standards, per Fitch's criteria,and that the due diligence analysts performing the review metFitch's criteria of minimum years of experience. Fitch consideredthis information in its analysis and the findings did not have animpact on our analysis.

The offering documents for STACR 2016-DNA1 do not disclose anyrepresentations, warranties, or enforcement mechanisms (RW&Es) thatare available to investors and which relate to the underlying assetpool.

The affirmations of GSMS 2013-GC10 are based on the stableperformance of the underlying collateral since issuance. As of theDecember 2015 distribution date, the pool's aggregate principalbalance has been reduced by 6.1% to $807.3 million from $859.4million at issuance. The pool has experienced no realized lossesto date. Per the servicer reporting, there is currently one loanthat is both delinquent and in special servicing (0.5% of the pool)and two loans are fully defeased (3% of the pool). Ten loans areconsidered Fitch Loans of Concern (12.4% of the pool). Interestshortfalls are currently affecting the non-rated class G.

The specially serviced loan (0.5% of the pool) is secured by a129,112 square foot (sf) neighborhood shopping center located inEaton, OH. The center is anchored by Kroger (20% net rentable area[NRA] through February 2016) and Tractor Supply Company (33.1% NRAthrough October 2021). The loan transferred to special servicingon Nov. 4, 2015 for imminent default due to continued noncomplianceand unresponsiveness in setting up the cash management account andremitting excess cash flow. Per servicer correspondence, thelender is in discussions with the borrower regarding setting up thecash management account and reinstating the loan. Local counselhas been retained to file for foreclosure and/or receivership, ifnecessary. Additionally, the loan is 30 days delinquent as of theDecember 2015 distribution date.

The largest Fitch Loan of Concern (4.1% of the pool) is secured byan 182,181 sf mixed use property with retail and office spacelocated in downtown Portland, OR. The property is leased toCityTarget (48.7% NRA through January 2029), Le Cordon Bleu Collegeof Culinary Arts (43.8% NRA through September 2018), and BrooksBrothers (6.4% NRA through November 2017). According to thirdparty news reports, Le Cordon Bleu will be closing this location bythe end of 2017, prior to the tenant's 2018 expiration. An updatehas been requested from the master servicer regarding the rolloverrisk associated with Le Cordon Bleu. Year-end (YE) 2014 occupancyand debt service coverage (DSCR) figures from the servicer were notavailable as of the review date. As of the July 2015 rent roll,the property was 98.9% occupied.

Since the prior review, one loan (2.7% of the original poolbalance) has been repaid. The loan, secured by a 353-key fullservice hotel in downtown Raleigh, NC, was prepaid in July 2015with a yield maintenance penalty of approximately $1.8 million. Theloan balance before prepayment was $21.9 million.

RATING SENSITIVITIES

The Rating Outlooks remain Stable for all classes due to stableperformance of the pool and continued paydown. Fitch does notforesee positive or negative ratings migration until a materialeconomic or asset level event changes the transaction'sportfolio-level metrics.

DUE DILIGENCE USAGE

No third party due diligence was provided or reviewed in relationto this rating action.

These rating actions are primarily a result of deleveraging of thesenior notes and an increase in the transaction'sover-collateralization (OC) ratios since August 2015. The Class Anotes have been paid down by approximately 36.1% or $28.0 millionsince then. Based on the trustee's December 2015 report, the OCratios for the Class A/B, C, D and E notes are reported at 228.0%,161.3%, 136.7% and 118.1%, respectively, versus August 2015 levelsof 194.9%, 149.5%, 130.7% and 115.8%, respectively.

Methodology Used for the Rating Action

The principal methodology used in these ratings was "Moody's GlobalApproach to Rating Collateralized Loan Obligations" published inDecember 2015.

Factors that Would Lead to an Upgrade or Downgrade of the Rating:

This transaction is subject to a number of factors andcircumstances that could lead to either an upgrade or downgrade ofthe ratings:

1) Macroeconomic uncertainty: CLO performance is subject to a) uncertainty about credit conditions in the general economy and b) the large concentration of upcoming speculative-grade debt maturities, which could make refinancing difficult for issuers.

2) Collateral Manager: Performance can also be affected positively or negatively by a) the manager's investment strategy and behavior and b) differences in the legal interpretation of CLO documentation by different transactional parties owing to embedded ambiguities.

3) Collateral credit risk: A shift towards collateral of better credit quality, or better credit performance of assets collateralizing the transaction than Moody's current expectations, can lead to positive CLO performance. Conversely, a negative shift in credit quality or performance

of the collateral can have adverse consequences for CLO performance.

4) Deleveraging: An important source of uncertainty in this transaction is whether deleveraging from unscheduled principal proceeds will continue and at what pace. Deleveraging of the CLO could accelerate owing to high prepayment levels in the loan market and/or collateral sales by the manager, which could have a significant impact on the notes' ratings. Note repayments that are faster than Moody's

current expectations will usually have a positive impact on CLO notes, beginning with those with the highest payment priority.

5) Recovery of defaulted assets: Fluctuations in the market value of defaulted assets reported by the trustee and those that Moody's assumes as having defaulted could result in volatility in the deal's OC levels. Further, the timing of recoveries and whether a manager decides to work out or sell defaulted assets create additional uncertainty. Moody's analyzed defaulted recoveries assuming the lower of the market price and the recovery rate in order to account for potential volatility in market prices. Realization of higher

than assumed recoveries would positively impact the CLO.

6) Long-dated assets: The presence of assets that mature after the CLO's legal maturity date exposes the deal to liquidation

risk on those assets. This risk is borne first by investors with the lowest priority in the capital structure. Moody's assumes that the terminal value of an asset upon liquidation at maturity will be equal to the lower of an assumed liquidation value (depending on the extent to which the asset's maturity lags that of the liabilities) or the asset's

current market value.

7) Exposure to credit estimates: The deal contains a large number of securities whose default probabilities Moody's has assessed through credit estimates. If Moody's does not receive the necessary information to update its credit estimates in a timely fashion, the transaction could be negatively affected by any default probability adjustments Moody's assumes in lieu of updated credit estimates.

In addition to the base case analysis, Moody's also conductedsensitivity analyses to test the impact of a number of defaultprobabilities on the rated notes relative to the base case modelingresults, which may be different from the current public ratings ofthe notes. Below is a summary of the impact of different defaultprobabilities (expressed in terms of WARF) on all of the ratednotes (by the difference in the number of notches versus thecurrent model output, for which a positive difference correspondsto lower expected loss):

Moody's modeled the transaction using a cash flow model based onthe Binomial Expansion Technique, as described in "Moody's GlobalApproach to Rating Collateralized Loan Obligations."

The key model inputs Moody's used in its analysis, such as par,weighted average rating factor, diversity score and the weightedaverage recovery rate, are based on its published methodology andcould differ from the trustee's reported numbers. In its basecase, Moody's analyzed the collateral pool as having a performingpar and principal proceeds balance of $179.5 million, defaulted parof $0.2 million, a weighted average default probability of 23.24%(implying a WARF of 3855), a weighted average recovery rate upondefault of 49.66%, a diversity score of 29 and a weighted averagespread of 4.59% (before accounting for LIBOR floors).

Moody's incorporates the default and recovery properties of thecollateral pool in cash flow model analysis where they are subjectto stresses as a function of the target rating on each CLOliability reviewed. Moody's derives the default probability fromthe credit quality of the collateral pool and Moody's expectationof the remaining life of the collateral pool. The average recoveryrate for future defaults is based primarily on the seniority of theassets in the collateral pool. Moody's generally applies recoveryrates for CLO securities as published in "Moody's Approach toRating SF CDOs". In some cases, alternative recovery assumptionsmay be considered based on the specifics of the analysis of the CLOtransaction. In each case, historical and market performance andthe collateral manager's latitude for trading the collateral arealso factors.

The affirmations are due to overall stable performance of thecollateral pool since issuance. Currently there are no delinquentor specially serviced loans. As of the December 2015 distributiondate, the pool's aggregate principal balance has been reduced by1.5% to $1,097 million from $1,113.6 million at issuance. Thereare 12 servicer watchlist loans (11.3% of the pool), two of which(2.3%) have been identified as Fitch loans of concern (FLOC).

The first FLOC is the Raeford Crossing loan (1.6%), a 10-yearpartial interest-only (IO) loan (i.e. IO for the initial 36months). The collateral is a 15-building garden-style multifamilycomplex located in Fayetteville, NC. Built in 2012, the 291-unitproperty contains one-, two-, and three-bedroom units. Theproperty is owned by seven tenant-in-common entities primarily ledby Brantley White, a principal of Certus Partners. The propertyoccupancy has declined since issuance. As of September 2015, theproperty was 75% occupied, compared to 91% at year-end 2014 (YE14)and 95.2% at issuance.

The second FLOC is the Lovejoy Station loan (0.8%), a 10-yearpartial IO loan (i.e. IO for the initial 24 months). It is securedby a 77,133 square foot (sf) retail property located in Hampton,GA. The anchor tenant, Publix Supermarkets, which occupies 62% ofthe property, has a lease maturity date of January 2016. Fitch iswaiting for servicer lease updates. As of September 2015, theproperty was 93% occupied, compared to 98.2% at issuance. Servicer-reported 3Q15 DSCR was 1.8x, compared to 1.45x atissuance.

The largest loan in the pool, The Shops at Canal Place (10.1%) is a10-year partial IO loan (i.e. IO for the initial 36 months). It issecured by a high-end retail complex located in downtown NewOrleans, LA totaling 216,938 sf of retail space, as well as aseven-story parking garage. The property is anchored by Saks FifthAvenue (49.2% NRA), The Theaters at Canal Place (10%), and WestinConference Center (8%). The collateral is part of the 2.15million-sf mixed-use development Canal Place, which also includes a438-key Westin Hotel and a 32-story office building. As of theSeptember 2015 rent roll, the property was 96.6% occupied, comparedto 97.8% at issuance. The servicer-reported 3Q15 DSCR was 1.71x,compared to 1.26x at issuance.

The second largest loan, CityScape - East Office/Retail (9.1%) is a10-year partial IO loan (i.e. IO for the initial 36 months). Thewhole loan consists of two pari passu A notes. Only the A1 note isincluded in this transaction. The collateral consists of a28-story office tower with a retail component and a five-storysubterranean parking garage. The property is part of a largerdevelopment that includes the Hotel Paloma, a 250-room Kimptonhotel; CityScape Residences, a 224-unit apartment building; andadditional retail and parking space. The servicer-reported YE14DSCR was 1.89x, compared to 2.69x at issuance. The decreased innet operating income is primarily due to a spike in expenses,specifically utilities, marketing, and other miscellaneous items.As of the September 2015 rent roll, the property was 94.5%occupied, compared to 95.5% at issuance.

RATING SENSITIVITIES

The Rating Outlook for all classes remains Stable. Due to therecent issuance of the transaction and stable performance, Fitchdoes not foresee positive or negative ratings migration until amaterial economic or asset-level event changes the transaction'sportfolio-level metrics.

DUE DILIGENCE USAGE

No third-party due diligence was provided or reviewed in relationto this rating action.

The downgrades are due to the continued erosion in value of thepool's largest asset, the Collin Creek Mall (93% of the pool), anduncertainty about the timing of its ultimate disposition.

As of the December 2015 distribution date, the pool's aggregateprincipal balance has been reduced approximately 93.8% to $46.7million from $961.7 million at issuance. Currently, there are onlyfour assets remaining in the pool, two of which (4.1%) aredefeased. Interest shortfalls are affecting classes E through NRwith cumulative unpaid interest totaling $3.8 million.

The Collin Creek Mall is secured by the in-line space (332,055square feet [sf]) of a 1.1 million sf regional mall in Plano, TX.The mall is anchored by Amazing Jake, Macy's, JC Penney, and Sears,all of which are under long-term leases. Dillards, a formeranchor, vacated in January 2014 after its lease expired.

The loan transferred to the special servicer in November 2014 dueto imminent default. The borrower negotiated a deed in lieu offoreclosure (DIL) and surrendered ownership to the Dillard's boxand three undeveloped out-parcels as additional collateral. TheDIL was closed in April 2015 and the property has been a realestate owned asset (REO) since.

The Collin Creek Mall is facing significant market competition fromseveral newer shopping malls nearby. As a result, propertyperformance has deteriorated with occupancy falling to 77% as ofOctober 2015, compared to 84% at year-end (YE) 2014 and 94% at YE2013. The occupancy at issuance was 98%. The property is facingsignificant near-term lease rollover risk. Leases representing34.6% of the collateral space expire in 2016, and 10.7% expires in2017.

The servicer reported year-to-date October 2015 debt servicecoverage ratio (DSCR) was 0.11x, compared to 0.67x at YE 2014 and1.75x at underwriting. The special servicer is working todetermine a disposition strategy.

RATING SENSITIVITIES

The Rating Outlook on class D remains Negative due to concernsabout the final resolution and timing of the disposition of theCollin Creek Mall. If the value of the property continues todeteriorate, future downgrades on the class are possible. Thedistressed classes may be subject to further downgrades as lossesare realized. If recoveries on the mall are better thananticipated some upgrades may be possible.

DUE DILIGENCE USAGE

No third-party due diligence was provided or reviewed in relationto this rating action.

Classes A-1 through C, as well as the interest only class X-2, havepaid in full. Classes H, J, K, L and M have been depleted due tolosses and are affirmed at 'Dsf/RE 0%'. Fitch does not rate NRclass certificates. Fitch has previously withdrawn the rating onthe Interest-only class X-1.

The upgrades to classes F and G are due to the increase insubordination levels and the ultimate resolution of the Palm BeachMall loan. The classes will continue to benefit from amortizationand continued paydown, including 38.3% in fully amortizing loansand defeased collateral (21.1% of the pool or $6.9 million). Theaverage Fitch Loan to Value (LTV) ratio is low at 47.3%. Thetransaction has experienced $79.1 million (6.8% of the originalpool balance) in realized losses to date.

As of the December 2015 distribution date, the pool's aggregateprincipal balance has been reduced by 97.2% to $32.7 million from$1.16 billion at issuance. There are 15 loans remaining in thepool including one specially serviced loan. Interest shortfallsare currently affecting classes F through NR.

The Palm Beach Mall asset was sold in 2011, but the specialservicer was in litigation with the borrower. The final proceedswere distributed in November 2015, which resulted in losses to thetrust; losses were in the line with Fitch modeled losses.

The largest loan (29.3% of the pool) is secured by a 107,000 squarefoot, single tenant office property located in Yardley, PA. Theproperty is fully leased by MediMedia USA, Inc. through Dec. 31, 2017. The servicer-reported debt service coverage ratio(DSCR) has remained above 2.0x for several years. The loan has aFitch LTV ratio below 50%.

The specially serviced loan (6.9% of the pool) is secured by a136-unit multifamily property located in Oklahoma City, OK. Theloan transferred to special servicing in June 2015 due to imminentdefault. As of year-end 2014, the servicer-reported occupancy andDSCR were 97% and 1.0x respectively. The special servicer expectsthe loan will be returned back to the master servicer subsequent tothe billing and settling of certain expenses.

RATING SENSITIVITIES

The Stable outlooks for classes F and G reflect the expectation ofcontinued pool amortization, defeased collateral of which $1.7million and $5.2 million matures in 2018 and 2023 respectively, andthe overall pool's maturity schedule (63.5% matures in 2018, 4.2%in 2022 and 32.3% in 2023). Although credit enhancement remainshigh relative to the rating category for these classes, upgradeswere limited due to the transaction's concentration (15 loansremain), current interest shortfalls, and tertiary market locationsof the remaining collateral.

DUE DILIGENCE USAGE

No third-party due diligence was provided or reviewed in relationto this rating action.

The ratings on the P&I classes, C, D and E, were affirmed becausethe ratings are consistent with Moody's expected loss.

The ratings on the P&I classes, A-M, A-J, and B, were upgradedprimarily due to an increase in credit support since Moody's lastreview, resulting from paydowns and amortization, as well asMoody's expectation of additional increases in credit supportresulting from the payoff of loans approaching maturity that arewell positioned for refinance. The pool has paid down by 47% sinceMoody's last review.

The rating on the IO class was downgraded due to the decline in thecredit performance of its reference classes resulting fromprincipal paydowns of higher quality reference classes.

Moody's rating action reflects a base expected loss of 4.5% of thecurrent balance, compared to 4.0% at Moody's last review. Moody'sbase expected loss plus realized losses is now 9.2% of the originalpooled balance, compared to 9.8% at the last review.

FACTORS THAT WOULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING:

The performance expectations for a given variable indicate Moody'sforward-looking view of the likely range of performance over themedium term. Performance that falls outside the given range canindicate that the collateral's credit quality is stronger or weakerthan Moody's had previously expected.

Factors that could lead to an upgrade of the ratings include asignificant amount of loan paydowns or amortization, an increase inthe pool's share of defeasance or an improvement in poolperformance.

Factors that could lead to a downgrade of the ratings include adecline in the performance of the pool, loan concentration, anincrease in realized and expected losses from specially servicedand troubled loans or interest shortfalls.

METHODOLOGY UNDERLYING THE RATING ACTION

The methodologies used in these ratings were "Approach to Rating USand Canadian Conduit/Fusion CMBS" published in December 2014, and"Moody's Approach to Rating Large Loan and Single Asset/SingleBorrower CMBS" published in October 2015.

DESCRIPTION OF MODELS USED

Moody's review used the excel-based CMBS Conduit Model, which ituses for both conduit and fusion transactions. Credit enhancementlevels for conduit loans are driven by property type, Moody'sactual and stressed DSCR, and Moody's property quality grade (whichreflects the capitalization rate Moody's uses to estimate Moody'svalue). Moody's fuses the conduit results with the results of itsanalysis of investment grade structured credit assessed loans andany conduit loan that represents 10% or greater of the current poolbalance.

Moody's uses a variation of Herf to measure the diversity of loansizes, where a higher number represents greater diversity. Loanconcentration has an important bearing on potential ratingvolatility, including the risk of multiple notch downgrades underadverse circumstances. The credit neutral Herf score is 40. Thepool has a Herf of 19, compared to 15 at Moody's last review.

When the Herf falls below 20, Moody's uses the excel-based LargeLoan Model and then reconciles and weights the results from theconduit and large loan models in formulating a ratingrecommendation. The large loan model derives credit enhancementlevels based on an aggregation of adjusted loan-level proceedsderived from Moody's loan-level LTV ratios. Major adjustments todetermining proceeds include leverage, loan structure, propertytype and sponsorship. Moody's also further adjusts theseaggregated proceeds for any pooling benefits associated with loanlevel diversity and other concentrations and correlations.

DEAL PERFORMANCE

As of the Dec. 15, 2015, distribution date, the transaction'saggregate certificate balance has decreased by 65% to $745 millionfrom $2.1 billion at securitization. The certificates arecollateralized by 79 mortgage loans ranging in size from less than1% to 10.6% of the pool, with the top ten loans constituting 48.5%of the pool. One loan, constituting 5.1% of the pool, hasinvestment-grade structured credit assessment. Fifteen loans,constituting 18.1% of the pool, have defeased and are secured by USgovernment securities.

Forty-nine loans, constituting 54% of the pool, are on the masterservicer's watchlist. The watchlist includes loans that meetcertain portfolio review guidelines established as part of the CREFinance Council (CREFC) monthly reporting package. As part ofMoody's ongoing monitoring of a transaction, the agency reviews thewatchlist to assess which loans have material issues that couldaffect performance.

Thirty-seven loans have been liquidated with a loss from the pool,resulting in an aggregate realized loss of $162.8 million (for anaverage loss severity of 53%). Four loans, constituting 3.4% ofthe pool, are currently in special servicing. The largestspecially serviced loan is 1601 Belvedere, FL (for $9.4 million --1.3% of the pool), which is secured by a 100,000 square foot (SF)office building located less than two miles from the West PalmBeach airport. The property transferred to special servicing inDecember 2012 due to maturity default and became real estate owned(REO) in April 2015. The special servicers strategy is tostabilize the asset, and then dispose of it. As of November 2015,the property was 42% leased. Moody's has estimated a high loss forthis loan.

Moody's has assumed a high default probability for four poorlyperforming loans, constituting 2.7% of the pool, and has estimatedan aggregate loss of $2.7 million (a 14% expected loss based on a50% probability default) from these troubled loans.

Moody's received full year 2014 operating results for 93% of thepool, and partial year 2015 operating results for 38% of the pool.Moody's weighted average conduit LTV is 95%, compared to 90% atMoody's last review. Moody's conduit component excludes loans withstructured credit assessments, defeased and CTL loans, andspecially serviced and troubled loans. Moody's net cash flow (NCF)reflects a weighted average haircut of 12% to the most recentlyavailable net operating income (NOI). Moody's value reflects aweighted average capitalization rate of 9.3%.

Moody's actual and stressed conduit DSCRs are 1.25X and 1.09X,respectively, compared to 1.32X and 1.12X at the last review.Moody's actual DSCR is based on Moody's NCF and the loan's actualdebt service. Moody's stressed DSCR is based on Moody's NCF and a9.25% stress rate the agency applied to the loan balance.

The loan with a structured credit assessment is the 215 Park AvenueSouth Loan ($38.0 million -- 5.1% of the pool), which is secured bya 20-story 324,000 SF class B office building on 18th Street andPark Avenue South in the Union Square submarket in Manhattan, NewYork. As of September 2015, the property was 87% leased, comparedto 98% in September 2014. There is rollover risk in the next twoyears with 26% and 19% of the net rentable area (NRA) expiring;however, this is mitigated due to the low leverage on the asset andstrong sponsorship of SL Green. Moody's structured creditassessment and stressed DSCR are aaa (sca.pd) and 2.14X,respectively.

The top three conduit loans represent 26% of the pool balance. Thelargest loan is the Valley Mall Loan ($79.2 million -- 10.6% of thepool), which is secured by a single-story dominant mall located 75miles northwest of Baltimore in Hagerstown, Maryland.Non-collateral anchors include Sears and Macy's, which recentlyannounced it was closing this store. Collateral anchors include JCPenney (lease expiration: October 2019), The Bon-Ton (January2019), and Regal Cinemas (May 2020). Performance remained steadyfrom 2013 to 2014. Rolling 12 month sales improved to $366 psffrom $355 psf in the same period the prior year. As of October2015, inline, outparcel, and total collateral was 90%, 97%, and 95%occupied. Moody's LTV and stressed DSCR are 103% and 0.92X,respectively, compared to 104% and 0.91X at the last review.

The second largest loan is the 30 Broad Street Loan ($75.2 million

-- 10.1% of the pool), which is secured by a 48-story class B427,000 sf office building located near the New York Stock Exchangein the Financial District of Manhattan, New York. As of July 2015,the property was 95% leased, compared to 98% in January 2015 and87% in December 2013. Expenses have recently increased due toground rent resetting to over $2.7M -- this expense increase hasbeen offset by an increase in occupancy. The property continues tohave below-market rent. Moody's LTV and stressed DSCR are 120% and0.97X, respectively, compared to 124% and 0.79X at the lastreview.

The third largest loan is the Village Properties Loans ($36.4 million -- 4.9% of the pool), which is secured by nineretail properties located in Tennessee and one retail propertylocated in Kentucky totaling over 1.1 million SF. As of September2015, the portfolio was 87% occupied, with two properties having anoccupancy below 75%. Those two proprieties current allocated loanamount is approximately $7.1 mil. Moody's LTV and stressed DSCRare 93% and 1.1X, respectively, compared to 95% and 1.09X at thelast review.

The rating of the IO Class, Class IO, was downgraded due to thedecline in credit performance of its reference classes as a resultof principal paydowns of higher quality reference classes. The IOclass is the only outstanding Moody's-rated class in thistransaction.

FACTORS THAT WOULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING:

The rating of an IO class is based on the credit performance of itsreferenced classes. An IO class may be upgraded based on a lowerweighted average rating factor or WARF due to an overallimprovement in the credit quality of its reference classes. An IOclass may be downgraded based on a higher WARF due to a decline inthe credit quality of its reference classes, paydowns of higherquality reference classes or non-payment of interest. Classes thathave paid off through loan paydowns or amortization are notincluded in the WARF calculation. Classes that have experiencedlosses are grossed up for losses and included in the WARFcalculation, even if Moody's has withdrawn the rating.

METHODOLOGY UNDERLYING THE RATING ACTION

The principal methodology used in these ratings was "Moody'sApproach to Rating Large Loan and Single Asset/Single BorrowerCMBS" published in October 2015.

DESCRIPTION OF MODELS USED

Moody's uses a variation of Herf to measure the diversity of loansizes, where a higher number represents greater diversity. Loanconcentration has an important bearing on potential ratingvolatility, including the risk of multiple notch downgrades underadverse circumstances. The credit neutral Herf score is 40. Thepool has a Herf of 4, compared to 8 at Moody's last review.

When the Herf falls below 20, Moody's uses the excel-based LargeLoan Model in formulating a rating recommendation. The large loanmodel derives credit enhancement levels based on an aggregation ofadjusted loan-level proceeds derived from Moody's loan-level LTVratios. Major adjustments to determining proceeds includeleverage, loan structure, property type and sponsorship. Moody'salso further adjusts these aggregated proceeds for any poolingbenefits associated with loan level diversity and otherconcentrations and correlations.

DEAL PERFORMANCE

As of the Dec. 18, 2015, distribution date, the transaction'saggregate certificate balance has decreased by 99% to $23.9 millionfrom $1.7 billion at securitization. The Certificates arecollateralized by 16 mortgage loans ranging in size from less than1% to 33.5% of the pool, with the top ten loans (excludingdefeasance) representing 84% of the pool. Five loans, representing15% of the pool have defeased and are secured by US Governmentsecurities.

Three loans, representing 24% of the pool, are on the masterservicer's watchlist. The watchlist includes loans which meetcertain portfolio review guidelines established as part of the CREFinance Council (CREFC) monthly reporting package. As part ofMoody's ongoing monitoring of a transaction, Moody's reviews thewatchlist to assess which loans have material issues that couldimpact performance.

Seventeen loans have been liquidated from the pool, resulting in anaggregate realized loss of $53.4 million (43% loss severity onaverage). No loans are currently in special servicing and Moody'sdid not identify any troubled loans.

Moody's received full year 2014 and full or partial year 2015operating results for 100% of the pool. Moody's weighted averageconduit LTV is 36% compared to 39% at Moody's last review. Moody'sconduit component excludes loans with structured creditassessments, defeased and CTL loans and specially serviced andtroubled loans. Moody's net cash flow (NCF) reflects a weightedaverage haircut of 10.6% to the most recently available netoperating income (NOI). Moody's value reflects a weighted averagecapitalization rate of 9.9%.

Moody's actual and stressed conduit DSCRs are 1.63X and 5.01X,respectively, compared to 1.44X and 3.72X at the last review.Moody's actual DSCR is based on Moody's net cash flow (NCF) and theloan's actual debt service. Moody's stressed DSCR is based onMoody's NCF and a 9.25% stressed rate applied to the loan balance.

The top three performing loans represent 61% of the pool balance.The largest loan is the Imperial Palms Apartments Loan ($8.0million -- 33.5% of the pool), which is secured by a 638-unitsenior rental community located in Largo, Florida. The propertywas 93% leased as of September 2015 compared to 95% at last review. The property performance is stable and the loan benefits fromamortization. Moody's LTV and stressed DSCR are 41% and 2.40X,respectively, compared to 44% and 2.22X at the last review.

The second largest loan is the 1526 Charles Boulevard Loan ($4.4million -- 18.5% of the pool), which is secured by a 144-unit (528bed) student housing complex located in Greenville, North Carolina. All of the property's floor plans consists of either three or fourbedrooms units. As of September 2015, the property was 97% leasedcompared to 96% at last review. The loan is fully amortizing andmatures in December 2023. Moody's LTV and stressed DSCR are 68%and 1.44X, respectively, compared to 62% and 1.57X at the lastreview.

The third largest loan is the Perimeter Station Shopping CenterLoan ($2.2 million -- 9.2% of the pool), which is secured by a83,500 square foot (SF) anchored retail property located in theChamblee/Dunwoody submarket of Atlanta, GA. The property is 100%leased, the same as at last review. Major tenants at the propertyinclude Barnes & Noble and the Container Store. The loan maturesin November 2017 and has amortized 82% since securitization.Moody's LTV and stressed DSCR are 10% and greater than 4.00X,respectively, compared to 15% and greater than 4.00X at lastreview.

The upgrade to class D reflects the increase in credit enhancementdue to significant loan paydown since Fitch's last rating action inSeptember 2015. The downgrade to class G reflects incurred losseson the subordinate tranche. Fitch modeled losses of 3.5% of theremaining pool; expected losses on the original pool balance total5.6%, including $128.4 million (5.5% of the original pool balance)in realized losses to date. Fitch has designated two loans (10.3%)as Fitch Loans of Concern, including one specially serviced loan(2.5%).

As of the December 2015 distribution date, the pool's aggregateprincipal balance has been reduced by 96% to $91.4 million from$2.34 billion at issuance. The pool is highly concentrated withonly nine of the original 137 loans remaining in the transaction.There are currently no defeased loans. Interest shortfalls areaffecting classes G through T.

The specially serviced loan (2.5%) is secured by an 11,872 squarefoot (sf) retail centre located in Brooksville, FL, approximately50 miles north of Tampa. The property has experienced cash flowissues due to occupancy declines. As of September 2015, theproperty was 49% occupied. The loan had transferred to specialservicing in March 2015 due to payment default. A foreclosure saletook place in December 2015, where the trust was the winningbidder. The servicer is evaluating its real estate owned (REO)strategy and timing for eventual disposition.

The largest loan in the pool is the 1166 Avenue of the Americasloan (36.7%), which is secured by the condominium interests in a1.7 million sf class A office building located in New York, NY. The902,232 sf of collateral, located on floors 22-32 and 33-44, serveas the corporate headquarters for the loan's sponsor, Marsh &McLennan Companies, Inc. (rated 'A-'/Outlook Stable). Thecollateral is 100% master leased by the sponsor though October2035. The net operating income (NOI) debt service coverage ratio(DSCR) has remained flat at 1.44x since issuance. The A-notecontributed to the trust is pari passu with another $241.6 millionA-note with respect to the payment of interest; however, it issenior with respect to the payment of principal. The mortgage hasa maturity date in October 2035; however, the pooled trust note isexpected to fully amortize by November 2018.

RATING SENSITIVITIES

The Outlook on the 'AAA' rated class D is expected to remain Stableas the class benefits from increasing credit enhancement andcontinued delevering of the transaction through amortization andrepayment of maturing loans. The Positive Outlook on class Ereflects the possibility for future upgrades due to an expectedincrease in credit enhancement as loans mature. Additionaldowngrades to class F are possible should property performancedecline or loans fail to repay at their respective maturity dates.

DUE DILIGENCE USAGE

No third party due diligence was provided or reviewed in relationto this rating action.

Fitch has upgraded this rating:

-- $26.6 million class D to 'AAAsf' from 'BBBsf'; Outlook Stable.

Fitch has downgraded this rating:

-- $17.9 million class G to 'Dsf' from 'Csf'; RE 80%.

Fitch has affirmed these ratings and revised Rating Outlooks asindicated:

Fitch does not rate the SP-1 through SP-7 rake classes, which arespecific to the Station Place I $63 million B-note. The seniorA-note for Station Place I was part of the pooled portion of thetrust, which has since paid in full.

The rating of the IO class, Class IO, was affirmed based on thecredit performance (or the weighted average rating factor or WARF)of its referenced classes The IO class is the only outstandingMoody's-rated class in this transaction.

FACTORS THAT WOULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING:

The rating of an IO class is based on the credit performance of itsreferenced classes. An IO class may be upgraded based on a lowerweighted average rating factor or WARF due to an overallimprovement in the credit quality of its reference classes. An IOclass may be downgraded based on a higher WARF due to a decline inthe credit quality of its reference classes, paydowns of higherquality reference classes or non-payment of interest. Classes thathave paid off through loan paydowns or amortization are notincluded in the WARF calculation. Classes that have experiencedlosses are grossed up for losses and included in the WARFcalculation, even if Moody's has withdrawn the rating.

DEAL PERFORMANCE

As of the December 16, 2015 distribution date, the transaction'saggregate certificate balance has decreased by 98% to $13.1 millionfrom $638.4 million at securitization. The Certificates arecollateralized by eleven mortgage loans ranging in size from 2% to19% of the pool. Three loans, representing 20% of the pool havedefeased and are secured by US Government securities.

Two loans, representing 23% of the pool, are on the masterservicer's watchlist. The watchlist includes loans which meetcertain portfolio review guidelines established as part of the CREFinance Council (CREFC) monthly reporting package. As part of ourongoing monitoring of a transaction, Moody's reviews the watchlistto assess which loans have material issues that could impactperformance.

Eleven loans have been liquidated from the pool, resulting in anaggregate realized loss of $30 million. Currently, there are noloans in special servicing.

Moody's was provided with full year 2014 and full or partial year2015 operating results for 100% and 74% of the pool, respectively.Moody's weighted average conduit LTV is 32% compared to 39% atMoody's prior review. Moody's conduit component excludes loans withcredit assessments, defeased and CTL loans and specially servicedand troubled loans. Moody's net cash flow (NCF) reflects a weightedaverage haircut of 13% to the most recently available net operatingincome (NOI). Moody's value reflects a weighted averagecapitalization rate of 9.9%.

Moody's actual and stressed conduit DSCRs are 1.54X and 4.39X,respectively, compared to 1.43X and 3.43X at prior review. Moody'sactual DSCR is based on Moody's NCF and the loan's actual debtservice. Moody's stressed DSCR is based on Moody's NCF and a 9.25%stressed rate applied to the loan balance.

The top three conduit loans represent 54% of the pool balance. Thelargest loan is the Republic Beverage Building Loan ($2.5 million-- 19.3% of the pool), which is secured by a 385,000 square foot(SF) industrial property located in Grand Prairie, Texas. Theproperty is 100% leased to Republic Beverage Co., which iscontrolled by the borrower. The lease expires in November 2021.Although the performance remains stable, the loan is on theservicer's watchlist due low DSCR. The loan is fully amortizing andhas amortized 76% since securitization. Moody's LTV and stressedDSCR are 32% and 3.23X, respectively, compared to 38% and 2.71X atprior review.

The second largest loan is the Santa Monica Sav-On Loan ($2.4million -- 18.4% of the pool), which is secured by a 27,500 SFretail property located in West Hollywood, California. The propertyis 96% leased to CVS through August 2022. The loan is fullyamortizing and has amortized 50% since securitization. Moody's LTVand stressed DSCR are 40% and 2.70X, respectively, compared to 49%and 2.21X at prior review.

The third largest loan is the Missouri Healthcare Portfolio Loan($2.1 million -- 16.1% of the pool), which is secured by twocross-collateralized and cross-defaulted loans secured by twonursing homes outside of Kansas City, Missouri. Crown Care Centeris located in Harrisonville, Missouri, approximately 40 miles southof Kansas City and has 106 beds. The property was 97% occupied asof June 2015. Country Club Care Center is located in Warrensburg,Missouri, approximately 60 miles east of Kansas City and has 104beds. The property was 80% occupied as of September 2015. The loanis fully amortizing and has amortized 74% since securitization.Moody's LTV and stressed DSCR are 18% and 8.28X, respectively,compared to 25% and 4.62X at prior review.

The upgrades and affirmations are warranted due to increased creditenhancement as the pool's collateral balance decreased by 24% sinceFitch's last rating action.

There are five assets remaining in the pool; two are speciallyserviced (69.1%). Of the three remaining non-specially servicedloans, two (17%) mature in September or October 2019 and one (14%)matures in October 2022. Fitch modeled losses of 53.3% of theremaining pool, all from the specially serviced assets. Expectedlosses on the original pool balance total 7.1%, including $57.1million (4.6% of the original pool balance) in realized losses todate. As of the December 2015 distribution date, the pool'saggregate principal balance has been reduced by 95.3% to $58.7million from $1.24 billion at issuance. Interest shortfalls arecurrently affecting classes F through Q.

The largest contributor to expected losses is the Washington SquareMall (46% of the pool), a 448,762 square foot (sf) portion of aregional mall totalling 922,614 sf located in Indianapolis, IN. The loan transferred to the special servicer in December 2013 forimminent default and became REO through a deed in-lieu offoreclosure in August 2014. The loan was previously modified inFebruary 2011 and the modification terms included the following: asplit into a $15 million A-Note and $12.5 million B-Note, an equitycontribution from the borrower to fund additional reserves, paydownof $1 million of the outstanding balance, and a maturity extensionto July 1, 2016. In December 2014 Sears vacated the mall causingtotal mall occupancy to drop to 57%, as of October 2015 the totalmall occupancy is at 64% while the collateral occupancy isapproximately 51%. The property is expected to be marketed forsale in first quarter 2016. Fitch expects significant losses.

The next largest contributor to expected losses is aspecially-serviced loan (23.5%), which is secured by two suburbanoffice buildings with a total of 200,758 sf located in Duluth andJonesboro, GA. The borrower was unable to pay off the loan by theSeptember 2014 maturity which caused the loan to be transferred tothe special servicer. The borrower's refinancing fell through whenthe largest tenant gave notice of plans to vacate the building inNovember 2014. The borrower recently exercised a one year loanextension and the loan will be monitored before being transferredback to the master servicer. The extended maturity date is inOctober 2016.

The largest non-specially serviced loan (15.8%) is secured by a 157room Courtyard Marriott located in Dulles, VA. The subject was 72%occupied as of September 2015 with a third quarter 2015 netoperating income debt service coverage ratio (NOI DSCR) of 1.29xand a year-end 2014 NOI DSCR of 1.21x. Total operating expenseshave increased each year since 2011 causing the year-end NOI DSCRto be below 1.36x since 2011. The loan matures in September 2019.

RATING SENSITIVITIES

Due to the higher percentage of specially serviced assets, Fitchperformed additional stresses to valuations when considering theupgrades. The Stable Rating Outlooks on classes C and D reflectthe ability to withstand additional stress as well as theexpectation of continued paydown. Although credit enhancementremains high relative to the rating category, the upgrades werelimited given the concentrated nature of the pool. Additionaldowngrades to the distressed classes (those rated below 'B') areexpected as losses are realized on specially serviced loans.

DUE DILIGENCE USAGE

No third party due diligence was provided or reviewed in relationto this rating action.

The upgrades are due to increased credit enhancement from thecontinued paydown of the pool. Fitch modeled losses of 23.6% ofthe remaining pool; expected losses on the original pool balancetotal 1%, including $3.3 million (0.3% of the original poolbalance) in realized losses to date. Fitch has designated twoloans (48.3%) as Fitch Loans of Concern, which includes onespecially serviced asset (20.3%).

As of the December 2015 distribution date, the pool's aggregateprincipal balance has been reduced by 97% to $32.5 million from$1.08 billion at issuance. Of the 13 loans remaining, 10 loans(44% of the pool) are fully amortizing, although five of theseloans are single tenanted properties. Per the servicer reporting,two loans (2% of the pool) are defeased. Interest shortfalls arecurrently affecting class O.

The largest contributor to modelled losses is the largest loan (28%of the pool) and is secured by a 121,618 square foot (sf)neighborhood shopping center in North Highlands, CA. The center isanchored by a Raley's grocery store (50% of GLA). Occupancy as ofJune 2015 was 83%. The servicer reported net operating income(NOI) debt service coverage ratio (DSCR) decreased to 1.04x as ofyear-end (YE) 2014 from 1.11x at YE 2013. The loan was previouslyin special servicing from April 2011 to February 2012. During thisperiod, the loan was modified to include a maturity date extensionand $500,000 in principal forgiveness. The loan has beendesignated a Fitch Loan of Concern and will continue to bemonitored ahead of its new scheduled maturity date of November2016.

The next largest contributor to modelled losses is the speciallyserviced loan, which is secured by a 93,354 sf retail propertylocated in Indianapolis, IN. The loan was transferred to thespecial servicer in September of 2012 due to imminent default.Since then, the loan has been modified to include a maturity dateextension to May 2017. Property performance continues to improveand the loan is in the process of being transferred back to themaster servicer.

RATING SENSITIVITIES

The Rating Outlooks on all classes are Stable, due to increasingcredit enhancement and overall stable collateral performance.Although credit enhancement remains high relative to the ratingcategory for some classes, further upgrades were limited due toincreasing pool concentration. Fitch ran additional stresses whenconsidering upgrades. Future upgrades may be warranted as the poolcontinues to pay down. Downgrades are possible if there is amaterial economic or asset level event which impairs performance ofthe remaining loans.

DUE DILIGENCE USAGE

No third party due diligence was provided or reviewed in relationto this rating action.

The ratings on the P&I classes were affirmed because thetransaction's key metrics, including Moody's loan-to-value (LTV)ratio, Moody's stressed debt service coverage ratio (DSCR) and thetransaction's Herfindahl Index (Herf), are within acceptableranges.

The ratings on the IO classes was affirmed based on the creditperformance (or the weighted average rating factor) of thereferenced classes.

Moody's rating action reflects a base expected loss of 2.6% of thecurrent balance, compared to 2.7% at Moody's last review. Moody'sbase expected loss plus realized losses is now 2.4% of the originalpooled balance, compared to 2.6% at the last review.

FACTORS THAT WOULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING:

The performance expectations for a given variable indicate Moody'sforward-looking view of the likely range of performance over themedium term. Performance that falls outside the given range canindicate that the collateral's credit quality is stronger or weakerthan Moody's had previously expected.

Factors that could lead to an upgrade of the ratings include asignificant amount of loan paydowns or amortization, an increase inthe pool's share of defeasance or an improvement in poolperformance.

Factors that could lead to a downgrade of the ratings include adecline in the performance of the pool, loan concentration, anincrease in realized and expected losses from specially servicedand troubled loans or interest shortfalls.

METHODOLOGY UNDERLYING THE RATING ACTION

The methodologies used in these ratings were "Approach to Rating USand Canadian Conduit/Fusion CMBS" published in December 2014, and"Moody's Approach to Rating Large Loan and Single Asset/SingleBorrower CMBS" published in October 2015.

DESCRIPTION OF MODELS USED

Moody's review used the excel-based CMBS Conduit Model, which ituses for both conduit and fusion transactions. Credit enhancementlevels for conduit loans are driven by property type, Moody'sactual and stressed DSCR, and Moody's property quality grade (whichreflects the capitalization rate Moody's uses to estimate Moody'svalue). Moody's fuses the conduit results with the results of itsanalysis of investment grade structured credit assessed loans andany conduit loan that represents 10% or greater of the current poolbalance.

Moody's uses a variation of Herf to measure the diversity of loansizes, where a higher number represents greater diversity. Loanconcentration has an important bearing on potential ratingvolatility, including the risk of multiple notch downgrades underadverse circumstances. The credit neutral Herf score is 40. Thepool has a Herf of 19, unchanged from Moody's last review.

When the Herf falls below 20, Moody's uses the excel-based LargeLoan Model and then reconciles and weights the results from theconduit and large loan models in formulating a ratingrecommendation. The large loan model derives credit enhancementlevels based on an aggregation of adjusted loan-level proceedsderived from Moody's loan-level LTV ratios. Major adjustments todetermining proceeds include leverage, loan structure, propertytype and sponsorship. Moody's also further adjusts theseaggregated proceeds for any pooling benefits associated with loanlevel diversity and other concentrations and correlations.

DEAL PERFORMANCE

As of the Dec. 17, 2015, distribution date, the transaction'saggregate certificate balance has decreased by 5% to $1.04 billionfrom $1.09 billion at securitization. The certificates arecollateralized by 38 mortgage loans ranging in size from less than1% to 11.8% of the pool, with the top ten loans constituting 57% ofthe pool. Two loans, constituting 13% of the pool, haveinvestment-grade structured credit assessments. One portfolioloan, constituting 9.1% of the pool, has defeased and is secured byUS government securities.

Two loans, constituting 3.5% of the pool, are on the masterservicer's watchlist. The watchlist includes loans that meetcertain portfolio review guidelines established as part of the CREFinance Council (CREFC) monthly reporting package. As part ofMoody's ongoing monitoring of a transaction, the agency reviews thewatchlist to assess which loans have material issues that couldaffect performance.

One loan, constituting 1.8% of the pool, is currently in specialservicing. That loan is Independence Place -- Fort Campbell ($19.2million), which is secured by a 228 unit (628 bed) apartmentcomplex located in Clarksville, Tennessee. The loan transferred tospecial servicing due to payment default, and became real estateowned (REO) in June 2014. Moody's anticipates a modest loss forthis loan.

Moody's received full year 2014 operating results for 80% of thepool, and partial year 2015 operating results for 89% of the pool.Moody's weighted average conduit LTV is 90%, unchanged sinceMoody's last review. Moody's conduit component excludes loans withstructured credit assessments, defeased and CTL loans, andspecially serviced and troubled loans. Moody's net cash flow (NCF)reflects a weighted average haircut of 13% to the most recentlyavailable net operating income (NOI). Moody's value reflects aweighted average capitalization rate of 9.5 %.

Moody's actual and stressed conduit DSCRs are 1.53X and 1.22X,respectively, compared to 1.50X and 1.18X at the last review.Moody's actual DSCR is based on Moody's NCF and the loan's actualdebt service. Moody's stressed DSCR is based on Moody's NCF and a9.25% stress rate the agency applied to the loan balance.

The largest loan with a structured credit assessment is 50 CentralPark South ($72.7 million -- 7.0% of the pool), which is secured bya first priority fee mortgage encumbering the commercialcondominium unit consisting of floors 2 -- 21 and portions of theground level, basement, and sub-basement levels of the building aswell as the land. The improvements on top of the collateralcurrently operate as the Ritz-Carlton, Central Park, a 259 roomluxury hotel. The collateral property is leased pursuant to a netlease to MPE Hotel I (New York) LLC, an affiliate of the 50 CentralPark South Borrower through Oct. 31, 2075. Moody's structuredcredit assessment and stressed DSCR are aaa (sca.pd) and 0.97X,respectively.

The second loan with a structured credit assessment is ELSPortfolio ($61.8 million -- 5.9% of the pool), which is secured byseven manufactured housing communities (MHC) and one recreationalvehicle park located throughout Florida, Nevada, Virginia, Arizona,California, and Massachusetts. Four of the eight propertiesrestrict tenancy to occupants that are 55 years of age or older. As of September 2015, the portfolio of MHC were 90% leased,compared to 93% in June 2014 and 90% in December 2013. All but oneproperty had occupancy above 86%, the outlier was Boulder Cascadeat 76%. At securitization, Boulder Cascade's occupancy was 78.6%. Performance increased, generally, in 2014 due to revenue outpacingexpense growth. Moody's structured credit assessment and stressedDSCR are aa2 (sca.pd) and 1.7X, respectively.

The top three conduit loans represent 23.4% of the pool balance.The largest loan is The Shoppes at Buckland Hills Loan ($122.9 million -- 11.8% of the pool), which is secured by 535,000square feet (SF) within a 1 million SF regional mall located inManchester, Connecticut. Non-collateral tenants include Macy's,Sears, JC Penney, and Macy's Men's & Home. Collateral anchorsinclude Dick's Sporting Goods (lease expiration: January 2017),Barnes & Nobel (January 2019), and H&M (January 2025, recentlyextended). Aside from Dick's Sporting Goods, another 18% of thenet rentable area (NRA) leases expire by 2018. Comp inline saleswere $373 psf for 2014 compared to $387 psf in 2013 and $403 psf in2012. The property is owned by General Growth Properties. As ofSeptember 2015, collateral occupancy was 91% - performance hasdeclined due to the departure of tenants. Moody's LTV and stressedDSCR are 103% and 0.98X, respectively, compared to 98% and 1.02X atthe last review.

The second largest loan is the Capital City Mall Loan ($62.2million -- 6.0% of the pool), which is secured by 488,000 SF withina 608,000 SF regional mall located in Camp Hill, Pennsylvania. Macy's is a non-collateral anchor while JC Penney (leaseexpiration: November 2020, recently extended five years), Sears(July 2019, extended five years) and Old Navy (May 2016, extendedtwo years in 2014) are a part of the collateral. Over 19% of theNRA leases expire in 2016 with another 7% in 2017. As of September2015, total sales were $225 psf, up from $217 psf during the sameperiod last year. In addition, inline occupancy was 94%, comparedto 96% during the same period last year. Moody's LTV and stressedDSCR are 94% and 1.07X, respectively, compared to 97% and 1.03X atthe last review.

The third largest loan is the GPB Portfolio 1 Loan ($58.8 million -- 5.6% of the pool), which is secured by 10 anchored retailproperties located in Massachusetts and one in New Jersey. As ofSeptember 2015, the portfolio was 98% leased, compared to 100% inSeptember 2014 and 98% in December 2013. Moody's LTV and stressedDSCR are 79% and 1.23X, respectively.

The rating of the IO class, Class X, was affirmed based on thecredit performance (or the weighted average rating factor or WARF)of its referenced classes The IO class is the only outstandingMoody's-rated class in this transaction.

FACTORS THAT WOULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING:

The rating of an IO class is based on the credit performance of itsreferenced classes. An IO class may be upgraded based on a lowerweighted average rating factor or WARF due to an overallimprovement in the credit quality of its reference classes. An IOclass may be downgraded based on a higher WARF due to a decline inthe credit quality of its reference classes, paydowns of higherquality reference classes or non-payment of interest. Classes thathave paid off through loan paydowns or amortization are notincluded in the WARF calculation. Classes that have experiencedlosses are grossed up for losses and included in the WARFcalculation, even if Moody's has withdrawn the rating.

METHODOLOGY UNDERLYING THE RATING ACTION

The principal methodology used in this rating was "Moody's Approachto Rating Large Loan and Single Asset/Single Borrower CMBS"published in October 2015.

DESCRIPTION OF MODELS USED

Moody's uses a variation of Herf to measure diversity of loan size,where a higher number represents greater diversity. Loanconcentration has an important bearing on potential ratingvolatility, including risk of multiple notch downgrades underadverse circumstances. The credit neutral Herf score is 40. Thepool has a Herf of 3, the same as at prior review.

Moody's review incorporated the use of the excel-based Large LoanModel. The large loan model derives credit enhancement levelsbased on an aggregation of adjusted loan level proceeds derivedfrom Moody's loan level LTV ratios. Major adjustments todetermining proceeds include leverage, loan structure, propertytype, and sponsorship. These aggregated proceeds are then furtheradjusted for any pooling benefits associated with loan leveldiversity, other concentrations and correlations.

DEAL PERFORMANCE

As of the Dec. 18, 2015, distribution date, the transaction'saggregate certificate balance has decreased by 99.8% to $1.7million from $1.0 billion at securitization.

No loans are on the master servicer's watchlist. The watchlistincludes loans which meet certain portfolio review guidelinesestablished as part of the CRE Finance Council (CREFC) monthlyreporting package. As part of our ongoing monitoring of atransaction, Moody's reviews the watchlist to assess which loanshave material issues that could impact performance.

Eight loans have been liquidated from the pool, resulting in anaggregate realized loss of $15.5 million (29% loss severity onaverage).

No loans are currently in special servicing.

Moody's was provided with full year 2014 and full or partial year2015 operating results for 100% of the pool.

The Certificates are collateralized by three fully amortizingmortgage loans ranging in size from 17% to 52% of the pool andmaturity dates from October 2017 to April 2018. The loans havepaid down over 78% since securitization with Moody's LTVs below30%. Moody's was provided with full year 2014 and partial year2015 operating results for 100% of the pool.

The rating on P&I Class C was affirmed because the transaction'skey metrics, including Moody's loan-to-value (LTV) ratio, Moody'sstressed debt service coverage ratio (DSCR) and the transaction'sHerfindahl Index (Herf), are within acceptable ranges.

The rating on the IO class was affirmed based on the creditperformance (or the weighted average rating factor or WARF) of thereferenced classes.

Moody's rating action reflects a base expected loss of 5.3%compared to 9.1%Moody's last review. Moody's base expected lossplus realized losses is now 1.0% of the original pooled balance,compared to 1.8% at the last review.

FACTORS THAT WOULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING:

The performance expectations for a given variable indicate Moody'sforward-looking view of the likely range of performance over themedium term. Performance that falls outside the given range canindicate that the collateral's credit quality is stronger or weakerthan Moody's had previously expected.

Factors that could lead to an upgrade of the ratings include asignificant amount of loan paydowns or amortization, an increase inthe pool's share of defeasance or an improvement in poolperformance.

Factors that could lead to a downgrade of the ratings include adecline in the performance of the pool, loan concentration, anincrease in realized and expected losses from specially servicedand troubled loans or interest shortfalls.

METHODOLOGY UNDERLYING THE RATING ACTION

The methodologies used in these ratings were "Moody's Approach toRating Large Loan and Single Asset/Single Borrower CMBS" publishedin October 2015, and "Commercial Real Estate Finance: Moody'sApproach to Rating Credit Tenant Lease Financings" published in May2015.

DESCRIPTION OF MODELS USED

Moody's uses a variation of Herf to measure the diversity of loansizes, where a higher number represents greater diversity. Loanconcentration has an important bearing on potential ratingvolatility, including the risk of multiple notch downgrades underadverse circumstances. The credit neutral Herf score is 40. Thepool has a Herf of 22, compared to 26 at Moody's last review.

Moody's review used the excel-based Large Loan Model. The largeloan model derives credit enhancement levels based on anaggregation of adjusted loan-level proceeds derived from Moody'sloan-level LTV ratios. Major adjustments to determining proceedsinclude leverage, loan structure, property type and sponsorship.Moody's also further adjusts these aggregated proceeds for anypooling benefits associated with loan level diversity and otherconcentrations and correlations.

Moody's currently uses a Gaussian copula model, incorporated in itspublic CDO rating model CDOROMv2.15-3, to generate a portfolio lossdistribution to assess the ratings of the Credit Tenant Lease (CTL)component.

DEAL PERFORMANCE

As of the Dec. 22, 2015, distribution date, the transaction'saggregate certificate balance has decreased by 87% to $65.2 million from $492.5 million at securitization. Thecertificates are collateralized by 67 mortgage loans ranging insize from less than 1% to 10% of the pool, with the top ten loansconstituting 56% of the pool. One loan, constituting 10% of thepool, has an investment-grade structured credit assessment.

Three loans, constituting 3% of the pool, are on the masterservicer's watchlist. The watchlist includes loans that meetcertain portfolio review guidelines established as part of the CREFinance Council (CREFC) monthly reporting package. As part ofMoody's ongoing monitoring of a transaction, the agency reviews thewatchlist to assess which loans have material issues that couldaffect performance. Two loans have been liquidated from the pool,resulting in an aggregate realized loss of $1.2 million (for anaverage loss severity of 22%). No loans are currently in specialservicing. Moody's received full year 2014 operating results for100% of the pool. Moody's value reflects a weighted averagecapitalization rate of 10.8%.

The loan with a structured credit assessment is the Broadway at theBeach Loan ($6.7 million -- 10%), which is secured by a 343,000square foot entertainment retail complex located in Myrtle Beach,South Carolina. The property includes specialty shops, restaurantsand tourist attractions. The loan is fully amortizing and has paiddown by approximately 85% since securitization. Moody's structuredcredit estimate and stressed DSCR are aaa (sca.pd) and >4.00X,respectively, compared to aaa (sca.pd) and >4.00X at lastreview.

The top two performing loans represent 5% of the pool balance. Thelargest loan is a manufactured home portfolio loan ($1.9 million -- 3% of the pool), which is secured by the following fourproperties located in Connecticut and New Hampshire: BeechwoodManufactured Housing Community, Crestwood Manufactured HousingCommunity, Forest Hill Manufactured Housing Community and FarmwoodManufactured Housing Community. The properties have fullyamortizing loans that are scheduled to mature in April 2018.Moody's LTV and stressed DSCR are 9% and >4.00X, respectively,compared to 12% and >4.00X at the last review.

The second largest loan is the Plaza Galeria Loan ($1.3 million --2% of the pool), which is secured by a retail center located in thehistoric old town plaza area of the city of Santa Fe, New Mexico. The property was 71% occupied as of September 2015. The fullyamortizing loan matures in June 2018. Moody's LTV and stressedDSCR are 41% and 2.87X, respectively, compared to 76% and 1.57X atthe last review.

The CTL component consists of 61 loans ($55.3 million -- 85% of thepool) secured by properties leased to 17 tenants under bondableleases. The largest exposures are Rite Aid Corporation (seniorunsecured B3/Caa1, rating under review; 17% of the CTL component)and Delhaize America, LLC (senior unsecured rating Baa3, ratingunder review; 17% of the CTL component). Fourteen of the tenantshave a Moody's rating and Moody's has completed updated creditassessments for the non-Moody's rated tenants. The bottom-dollarweighted average rating factor (WARF) for this pool is 1452,compared to 1831 at the last review. WARF is a measure of theoverall quality of a pool of diverse credits. The bottom-dollarWARF is a measure of default probability.

The property was 98.8% occupied as of the September 2015 rent roll,compared to 98.4% at YE 2014 and YE 2013, and 95% at issuance. Thetop three tenants, combining for 66% of the total property squarefootage, all have lease expirations in 2022 and beyond, as well asadditional lease renewal options. There is limited near-termrollover risk as only 1.2% of the net rentable area (NRA) rolls in2016, 4.7% in 2017, 5.5% in 2018, and less than 1% in 2019.

The transaction represents a securitization of the beneficialleasehold mortgage interest in 7 World Trade Center, a 52-story,class A office building, totaling approximately 1.7 million squarefeet and located on the north end of the World Trade Center site inDowntown Manhattan. Loan proceeds were used to refinance the priorliberty bonds, pay closing costs, and return preferred equityinvestment to the sponsor, Larry A. Silverstein.

The liberty bonds and the commercial mortgage-backed security(CMBS) certificates follow a sequential pay structure and areadministered pursuant to a traditional CMBS servicing agreement.Both loans are cross-defaulted and the liberty bonds have apriority in payment over the CMBS certificates. The liberty bondsand CMBS certificates are scheduled to amortize fully by theirrespective maturity dates following an initial interest-onlyperiod. The liberty bonds are interest-only for 16 years followedby full amortization by 2044. The CMBS bonds are interest-only forthe first year followed by six-year full amortization. Theone-year interest-only period for the CMBS bonds ended Apr. 5,2014.

The current loan, totaling $518 million, includes a senior portionconsisting of a $450.3 million tax-exempt liberty bond financingand a junior portion consisting of a $67.7 million CMBS loan. Asof the December 2015 distribution date, the CMBS portion hasamortized to $67.7 million from $125 million at issuance.

The rating of the IO Class, Class PS-1, was downgraded due to thedecline in credit performance of its reference classes as a resultof principal paydowns of higher quality reference classes. The IOclass is the only outstanding Moody's-rated class in thistransaction.

FACTORS THAT WOULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING:

The rating of an IO class is based on the credit performance of itsreferenced classes. An IO class may be upgraded based on a lowerweighted average rating factor or WARF due to an overallimprovement in the credit quality of its reference classes. An IOclass may be downgraded based on a higher WARF due to a decline inthe credit quality of its reference classes, paydowns of higherquality reference classes or non-payment of interest. Classes thathave paid off through loan paydowns or amortization are notincluded in the WARF calculation. Classes that have experiencedlosses are grossed up for losses and included in the WARFcalculation, even if Moody's has withdrawn the rating.

METHODOLOGY UNDERLYING THE RATING ACTION

The methodologies used in these ratings were "Moody's Approach toRating Large Loan and Single Asset/Single Borrower CMBS" publishedin October 2015, and "Commercial Real Estate Finance: Moody'sApproach to Rating Credit Tenant Lease Financings" published in May2015.

DESCRIPTION OF MODELS USED

Moody's review incorporated the use of the excel-based Large LoanModel. The large loan model derives credit enhancement levelsbased on an aggregation of adjusted loan level proceeds derivedfrom Moody's loan level LTV ratios. Major adjustments todetermining proceeds include leverage, loan structure, propertytype, and sponsorship. These aggregated proceeds are then furtheradjusted for any pooling benefits associated with loan leveldiversity, other concentrations and correlations.

Moody's currently uses a Gaussian copula model, incorporated in itspublic CDO rating model CDOROM, to generate a portfolio lossdistribution to assess the ratings of the Credit Tenant Lease (CTL)component.

DEAL PERFORMANCE

As of the Dec. 17, 2015, distribution date, the transaction'saggregate certificate balance has decreased by 98% to $67.2 million from $3.7 billion at securitization. TheCertificates are collateralized by 22 mortgage loans ranging insize from less than 1% to 10% of the pool. Thirteen loans,representing 68% of the pool have defeased and are secured by USGovernment securities.

One loan, representing 2% of the pool, is on the master servicer'swatchlist. The watchlist includes loans which meet certainportfolio review guidelines established as part of the CRE FinanceCouncil (CREFC) monthly reporting package. As part of our ongoingmonitoring of a transaction, Moody's reviews the watchlist toassess which loans have material issues that could impactperformance.

Twenty-seven loans have been liquidated from the pool, resulting inan aggregate realized loss of $91.8 million (45% loss severity onaverage). No loans are currently in special servicing and Moody'sdid not identify any troubled loans.

Moody's received full or partial year 2015 operating results for100% of the pool's non-defeased and non CTL loans.

The largest non-defeased and non-CTL loan is the 3080/3232 AlumCreek Drive Loan ($2.8 million -- 4.2% of the pool), which issecured by a warehouse/distribution center located in Columbus,Ohio. The property is 100% leased to American Signature through2028. The loan is fully amortizing and matures in August of 2017.Moody's LTV and stressed DSCR are 29% and 3.57X, respectively,compared to 43% and 2.38X at the last review.

The second largest non-defeased and non-CTL loan is the Tech Centerof Executive Hills Loan ($1.3 million -- 1.9% of the pool), whichis secured by a three-building industrial complex located in KansasCity, Missouri. The property was 92% leased as of July 2015. Theloan has amortized 54% since securitization. Moody's LTV andstressed DSCR are 37% and 2.79X, respectively, compared to 41% and2.49X at the last review.

The CTL component consists of five loans, totaling 24% of the pool,secured by properties leased to two tenants. The two exposures areCarMax ($14.3 million -- 21.3% of the pool, unrated by Moody's) andBurlington Coat Factory ($1.7 million -- 2.5% of the pool). Thebottom-dollar weighted average rating factor (WARF) for this poolis 1,766 compared to 1,824 at the last review. WARF is a measureof the overall quality of a pool of diverse credits. Thebottom-dollar WARF is a measure of the default probability.

The rating on the P&I class was affirmed because the rating isconsistent with Moody's expected loss.

The rating on the IO class was affirmed based on the creditperformance (or the weighted average rating factor or WARF) of thereferenced classes.

Moody's rating action reflects a base expected loss of 0.0% of thecurrent balance and remains unchanged since last review. Moody'sbase expected loss plus realized losses is now 3.3% of the originalpooled balance compared to 3.2% at the prior review.

FACTORS THAT WOULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING:

The performance expectations for a given variable indicate Moody'sforward-looking view of the likely range of performance over themedium term. Performance that falls outside the given range canindicate that the collateral's credit quality is stronger or weakerthan Moody's had previously expected.

Factors that could lead to an upgrade of the ratings include asignificant amount of loan paydowns or amortization, an increase inthe pool's share of defeasance or an improvement in poolperformance.

Factors that could lead to a downgrade of the ratings include adecline in the performance of the pool, loan concentration, anincrease in realized and expected losses from specially servicedand troubled loans or interest shortfalls.

METHODOLOGY UNDERLYING THE RATING ACTION

The principal methodology used in these ratings was "Moody'sApproach to Rating Large Loan and Single Asset/Single BorrowerCMBS" published in October 2015.

DESCRIPTION OF MODELS USED

Moody's uses a variation of Herf to measure the diversity of loansizes, where a higher number represents greater diversity. Loanconcentration has an important bearing on potential ratingvolatility, including the risk of multiple notch downgrades underadverse circumstances. The credit neutral Herf score is 40. Thepool has a Herf of 2, compared to 3 at Moody's last review.

When the Herf falls below 20, Moody's uses the excel-based LargeLoan Model. The large loan model derives credit enhancement levelsbased on an aggregation of adjusted loan-level proceeds derivedfrom Moody's loan-level LTV ratios. Major adjustments todetermining proceeds include leverage, loan structure, propertytype and sponsorship. Moody's also further adjusts theseaggregated proceeds for any pooling benefits associated with loanlevel diversity and other concentrations and correlations.

DEAL PERFORMANCE

As of the Dec. 17, 2015, distribution date, the transaction'saggregate certificate balance has decreased by 99.7% to $3.2million from $929 million at securitization. The Certificates arecollateralized by three mortgage loans ranging in size from 13% to48% of the pool.

One loan, representing 13% of the pool, is on the master servicer'swatchlist. The watchlist includes loans which meet certainportfolio review guidelines established as part of the CRE FinanceCouncil (CREFC) monthly reporting package. As part of Moody'songoing monitoring of a transaction, Moody's reviews the watchlistto assess which loans have material issues that could impactperformance.

Twenty-five loans have been liquidated from the pool, resulting inan aggregate realized loss of $30.3 million (40% loss severity onaverage). Currently, there are no specially serviced loans in thepool. Moody's received full year 2014 operating results for 87% ofthe pool and full or partial year 2015 operating results for 87% ofthe pool. Moody's weighted average pool LTV is 28% compared to 51%at Moody's last review. Moody's net cash flow (NCF) reflects aweighted average haircut of 13% to the most recently available netoperating income (NOI). Moody's value reflects a weighted averagecapitalization rate of 11.5%.

Moody's actual and stressed pool DSCRs are 1.66X and 4.83X,respectively, compared to 1.37X and 2.91X at the last review.Moody's actual DSCR is based on Moody's net cash flow (NCF) and theloan's actual debt service. Moody's stressed DSCR is based onMoody's NCF and a 9.25% stressed rate applied to the loan balance.

The top three performing loans represent 100% of the pool balance.The largest loan is the Westchester Gardens Loan ($1.5 million --48% of the pool), which is secured by a rehabilitation care centerin Safety Harbor, Florida. The property was 93% occupied as ofSeptember 2015. Moody's LTV and stressed DSCR are 36% and>4.00X, respectively, compared to 40% and 3.67X at the lastreview.

The second largest loan is the Pittsford Place Mall Loan ($1.3 million -- 39% of the pool), which is secured by athree-story, 157,000 SF retail center located in Pittsford, NewYork, eight miles southeast of Rochester. Occupancy as of June2015 was 78%, same as at last review. The fully amortizing loanmatures in June 2018. Moody's LTV and stressed DSCR are 19% and>4.00X, respectively, compared to 26% and >4.00X at the lastreview.

The third largest loan is the Crescent Heights Plaza Loan ($409,000-- 13% of the pool), which is secured by a retail property locatedin West Hollywood, California. The loan is on the masterservicer's watchlist due to non-compliance with annual reporting. Moody's LTV and stressed DSCR are 22% and >4.00X, respectively,compared to 19% and >4.00X at the last review.

The ratings on two IO classes were affirmed based on the creditperformance (or the weighted average rating factor or WARF) of thereferenced classes.

Moody's rating action reflects a base expected loss of 1.0% of thecurrent balance, compared to 0.9% at last review. Moody's baseexpected loss plus realized losses is now 0.6% of the originalpooled balance, compared to 0.8% at last review.

FACTORS THAT WOULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING:

The performance expectations for a given variable indicate Moody'sforward-looking view of the likely range of performance over themedium term. Performance that falls outside the given range canindicate that the collateral's credit quality is stronger or weakerthan Moody's had previously expected.

Factors that could lead to an upgrade of the ratings include asignificant amount of loan paydowns or amortization, an increase inthe pool's share of defeasance or an improvement in poolperformance.

Factors that could lead to a downgrade of the ratings include adecline in the performance of the pool, loan concentration, anincrease in realized and expected losses from specially servicedand troubled loans or interest shortfalls.

METHODOLOGY UNDERLYING THE RATING ACTION

The methodologies used in these ratings were "Approach to Rating USand Canadian Conduit/ Fusion CMBS" published in December 2014, and"Moody's Approach to Rating Large Loan and Single Asset/SingleBorrower CMBS" published in October 2015.

DESCRIPTION OF MODELS USED

Moody's review used the excel-based CMBS Conduit Model, which ituses for both conduit and fusion transactions. Credit enhancementlevels for conduit loans are driven by property type, Moody'sactual and stressed DSCR, and Moody's property quality grade (whichreflects the capitalization rate Moody's uses to estimate Moody'svalue). Moody's fuses the conduit results with the results of itsanalysis of investment grade structured credit assessed loans andany conduit loan that represents 10% or greater of the current poolbalance.

Moody's uses a variation of Herf to measure the diversity of loansizes, where a higher number represents greater diversity. Loanconcentration has an important bearing on potential ratingvolatility, including the risk of multiple notch downgrades underadverse circumstances. The credit neutral Herf score is 40. Thepool has a Herf of 14, compared to a Herf of 16 at Moody's lastreview.

When the Herf falls below 20, Moody's uses the excel-based LargeLoan Model and then reconciles and weights the results from theconduit and large loan models in formulating a ratingrecommendation. The large loan model derives credit enhancementlevels based on an aggregation of adjusted loan-level proceedsderived from Moody's loan-level LTV ratios. Major adjustments todetermining proceeds include leverage, loan structure, propertytype and sponsorship. Moody's also further adjusts theseaggregated proceeds for any pooling benefits associated with loanlevel diversity and other concentrations and correlations.

DEAL PERFORMANCE

As of the Dec. 14, 2015, distribution date, the transaction'saggregate certificate balance has decreased by 53% to $194 millionfrom $412 million at securitization. The certificates arecollateralized by 40 mortgage loans ranging in size from less than1% to 14% of the pool, with the top ten loans constituting 69% ofthe pool. Four loans, constituting 33% of the pool, haveinvestment-grade structured credit assessments. Four loans,constituting 4% of the pool, have defeased and are secured byCanadian government securities.

Eight loans, constituting 28% of the pool, are on the masterservicer's watchlist. The watchlist includes loans that meetcertain portfolio review guidelines established as part of the CREFinance Council (CREFC) monthly reporting package. As part ofMoody's ongoing monitoring of a transaction, the agency reviews thewatchlist to assess which loans have material issues that couldaffect performance.

Two loans have been liquidated from the pool, resulting in anaggregate realized loss of $0.67 million (for an average lossseverity of 60%).

Moody's actual and stressed conduit DSCRs are 1.41X and 1.82X,respectively, compared to 1.63X and 1.83X at the last review.Moody's actual DSCR is based on Moody's NCF and the loan's actualdebt service. Moody's stressed DSCR is based on Moody's NCF and a9.25% stress rate the agency applied to the loan balance.

The largest loan with a structured credit assessment is the TrinityCrossing Orleans Loan ($27 million -- 14% of the pool), which issecured by a 200,000 square foot (SF) retail center located inOrleans, Ontario. The property anchor is the Real CanadianSuperstore, which occupies space not included in the loancollateral. As of January 2015, the property was 100% occupied,the same as at the last 2 reviews. Moody's structured creditassessment and stressed DSCR are baa1 (sca.pd) and 1.25X,respectively.

The second largest loan with a structured credit assessment is theSandman Vancouver Loan ($17 million -- 9% of the pool), which issecured by a 302-room, full-service hotel located in downtownVancouver, British Columbia. Moody's structured credit assessmentand stressed DSCR are aa3 (sca.pd) and 1.86X, respectively.

The third largest loan with a structured credit assessment is theMerivale Market Shopping Centre Loan ($13 million -- 6.5%), whichis secured by an 78,800 SF neighborhood retail center located inOttawa, Ontario. The anchor tenant is the Food Basics supermarketchain. The loan sponsor is RioCan Real Estate Investment Trust,Canada's largest REIT. As of January 2015, the property was 100%occupied. Moody's structured credit assessment and stressed DSCRare baa2 (sca.pd) and 1.17X, respectively.

The fourth largest loan with a structured credit assessment is theAbbey Plaza Loan ($6 million -- 3% of the pool), which is securedby a 95,300 SF grocery-anchored neighborhood retail center inOakville, Ontario. As of June 2015, the property was 100% leased.Moody's structured credit assessment and stressed DSCR are aa1(sca.pd) and 2.98X, respectively.

The top three conduit loans represent 27% of the pool balance. Thelargest loan is the Crombie Pool A Loan ($26 million -- 13% of thepool), which is secured by a cross-collateralized andcross-defaulted portfolio of three anchored and unanchored retailcenters located in Nova Scotia, New Brunswick, and Newfoundlandtotaling approximately 486,400 SF. The sponsor is Crombie REIT, aCanadian Real Estate Investment Trust based in Stellarton, NovaScotia. As of February 2015 the portfolio's weighted averageoccupancy dropped to 68% from 89% due to the largest property,County Fair Mall, losing its largest tenant and its occupancydeclining to 53%. The two other properties in the portfolio havestable occupancy. Moody's LTV and stressed DSCR are 90% and 1.05X,respectively, compared to 71% and 1.33X at the last review.

The second largest loan is the Crombie Pool B ($14 million -- 7% ofthe pool), which is secured by a cross-collateralized andcross-defaulted portfolio of two anchored retail centers located inNova Scotia. The largest property is the 386,000 SF AberdeenShopping Centre located in Richmond, British Columbia, representingnearly 85% of the portfolio net rentable area. As of February2015, Aberdeen Mall had an occupancy of 89%, up from 80% in 2011. Moody's LTV and stressed DSCR are 52% and 1.97X, respectively,compared to 63.5% and 1.62X at the last review.

The third largest loan is the Howe Street Loan ($13 million -- 7%of the pool), which is secured by a 101,000 SF office buildinglocated in Vancouver, BC. As of December 2015 the property was 72%leased. Moody's LTV and stressed DSCR are 51% and 1.8X,respectively.

RED RIVER CLO: Moody's Affirms Ba2 Rating on Class E Notes----------------------------------------------------------Moody's Investors Service has upgraded the rating on these notesissued by Red River CLO Ltd.:

Red River CLO Ltd., issued in August 2006, is a collateralized loanobligation (CLO) backed primarily by a portfolio of senior securedloans and CLO tranches. The transaction's reinvestment periodended in August 2013.

RATINGS RATIONALE

These rating actions are primarily a result of deleveraging of thesenior notes and an increase in the transaction'sover-collateralization ratios since September 2015. The Class Anotes have been paid down by approximately 17% or $17.7 millionsince then. Based on the trustee's November 2015, theover-collateralization (OC) ratios for the Class A/B, Class C,Class D and Class E notes are reported at 200.92%, 153.38%, 121.45%and 108.26%, respectively, versus September 2015 levels of 189.34%,148.73%, 120.11% and 107.95%, respectively.

Nevertheless, the credit quality of the portfolio has deterioratedsince August 2015. Based on the Moody's calculation, the weightedaverage rating factor is currently 2852 compared to 2537 in August2015.

The portfolio includes a number of investments in securities thatmature after the notes do. Based on the trustee's November 2015report, securities that mature after the notes do currently make upapproximately 7.01% of the portfolio. These investments couldexpose the notes to market risk in the event of liquidation whenthe notes mature. Despite the increase in the OC ratio of theClass E notes, Moody's affirmed the rating on the Class E notesowing to market risk stemming from the exposure to these long-datedassets.

Methodology Used for the Rating Action

The principal methodology used in these ratings was "Moody's GlobalApproach to Rating Collateralized Loan Obligations" published inDecember 2015.

Factors that Would Lead to an Upgrade or Downgrade of the Rating:

This transaction is subject to a number of factors andcircumstances that could lead to either an upgrade or downgrade ofthe ratings:

1) Macroeconomic uncertainty: CLO performance is subject to a) uncertainty about credit conditions in the general economy and b) the large concentration of upcoming speculative-grade debt maturities, which could make refinancing difficult for issuers.

2) Collateral Manager: Performance can also be affected positively or negatively by a) the manager's investment strategy and behavior and b) differences in the legal interpretation of CLO documentation by different transactional parties owing to embedded ambiguities.

3) Collateral credit risk: A shift towards collateral of better credit quality, or better credit performance of assets collateralizing the transaction than Moody's current expectations, can lead to positive CLO performance. Conversely, a negative shift in credit quality or performance

of the collateral can have adverse consequences for CLO performance.

4) Deleveraging: An important source of uncertainty in this transaction is whether deleveraging from unscheduled principal proceeds will continue and at what pace. Deleveraging of the CLO could accelerate owing to high prepayment levels in the loan market and/or collateral sales by the manager, which could have a significant impact on the notes' ratings. Note repayments that are faster than Moody's

current expectations will usually have a positive impact on CLO notes, beginning with those with the highest payment priority.

5) Recovery of defaulted assets: Fluctuations in the market value of defaulted assets reported by the trustee and those that Moody's assumes as having defaulted could result in volatility in the deal's OC levels. Further, the timing of recoveries and whether a manager decides to work out or sell defaulted assets create additional uncertainty. Moody's analyzed defaulted recoveries assuming the lower of the market price and the recovery rate in order to account for potential volatility in market prices. Realization of higher

than assumed recoveries would positively impact the CLO.

6) Long-dated assets: The presence of assets that mature after the CLO's legal maturity date exposes the deal to liquidation

risk on those assets. This risk is borne first by investors with the lowest priority in the capital structure. Moody's assumes that the terminal value of an asset upon liquidation at maturity will be equal to the lower of an assumed liquidation value (depending on the extent to which the asset's maturity lags that of the liabilities) or the asset's

current market value.

7) Post-Reinvestment Period Trading: Subject to certain requirements, the deal can reinvest certain proceeds after the end of the reinvestment period, and as such the manager has the ability to erode some of the collateral quality metrics to the covenant levels. Such reinvestment could affect the transaction either positively or negatively. In particular, Moody's tested for a possible extension of the actual weighted average life in its analysis given that the post-reinvestment period reinvesting criteria has loose restrictions on the weighted average life of the portfolio.

8) Higher-than-average exposure to assets with weak liquidity: The presence of assets with the worst Moody's speculative grade liquidity (SGL) rating, or SGL-4, exposes the notes to additional risks if these assets default. The historical default rate is far higher for companies with SGL-4 ratings than those with other SGL ratings. Due to the deal's high exposure to SGL-4 rated assets, which constitute around $12.1 million of par, Moody's ran a sensitivity case defaulting those assets.

In addition to the base case analysis, Moody's also conductedsensitivity analyses to test the impact of a number of defaultprobabilities on the rated notes relative to the base case modelingresults, which may be different from the current public ratings ofthe notes. Below is a summary of the impact of different defaultprobabilities (expressed in terms of WARF) on all of the ratednotes (by the difference in the number of notches versus thecurrent model output, for which a positive difference correspondsto lower expected loss):

Moody's modeled the transaction using a cash flow model based onthe Binomial Expansion Technique, as described in "Moody's GlobalApproach to Rating Collateralized Loan Obligations."

The key model inputs Moody's used in its analysis, such as par,weighted average rating factor, diversity score and the weightedaverage recovery rate, are based on its published methodology andcould differ from the trustee's reported numbers. In its basecase, Moody's analyzed the collateral pool as having a performingpar and principal proceeds balance of $249.4 million, defaulted parof $59.0 million, a weighted average default probability of 10.96%(implying a WARF of 2852), a weighted average recovery rate upondefault of 50.40%, a diversity score of 23 and a weighted averagespread of 2.76% (before accounting for LIBOR floors).

Moody's incorporates the default and recovery properties of thecollateral pool in cash flow model analysis where they are subjectto stresses as a function of the target rating on each CLOliability reviewed. Moody's derives the default probability fromthe credit quality of the collateral pool and Moody's expectationof the remaining life of the collateral pool. The average recoveryrate for future defaults is based primarily on the seniority of theassets in the collateral pool. Moody's generally applies recoveryrates for CLO securities as published in "Moody's Approach toRating SF CDOs". In some cases, alternative recovery assumptionsmay be considered based on the specifics of the analysis of the CLOtransaction. In each case, historical and market performance andthe collateral manager's latitude for trading the collateral arealso factors.

Moody's has affirmed the ratings on the transaction because keytransaction metrics are commensurate with the existing ratings. Therating action is the result of Moody's on-going surveillance ofcommercial real estate collateralized debt obligation (CRE CDO andRe-REMIC) transactions.

SASCO 2007-BHC1 is a static cash re-REMIC transaction solely backedby a portfolio of commercial mortgage backed securities (CMBS). Asof the December 22, 2015 payment date, the aggregate note balanceof the transaction has decreased to $134.5 million from $501.3million at issuance, as a result of the realized losses from CMBSassets to the certificates.

Moody's has identified the following as key indicators of theexpected loss in CRE CDO transactions: the weighted average ratingfactor (WARF), the weighted average life (WAL), the weightedaverage recovery rate (WARR), and Moody's asset correlation (MAC).Moody's typically models these as actual parameters for staticdeals and as covenants for managed deals.

WARF is a primary measure of the credit quality of a CRE CDO pool.Moody's has updated its assessments for the collateral it does notrate. The rating agency modeled a bottom-dollar WARF of 8300,compared to 9053 at last review. The current ratings on theMoody's-rated collateral and the assessments of the non-Moody'srated collateral follows: A1-A3 and 5.5% compared to 0.0% at lastreview; Baa1-Baa3 and 0.0% compared to 3.3% at last review; Ba1-Ba3and 8.3% compared to 3.9% at last review; B1-B3 and 0.0%, the sameas at last review; and Caa1-Ca/C and 86.2% compared to 92.8% atlast review.

Moody's modeled a WAL of 1.2 years, the same as at last review. TheWAL is based on assumptions about look-through loan extensions onthe underlying CMBS loan collateral.

The Class A Notes, the Class B Notes, the Class C Notes, the ClassD Notes and the Class E Notes are referred to herein, collectively,as the "Rated Notes."

RATINGS RATIONALE

Moody's ratings of the Rated Notes address the expected lossesposed to noteholders. The ratings reflect the risks due todefaults on the underlying portfolio of assets, the transaction'slegal structure, and the characteristics of the underlying assets.

SCOF-2 Ltd. is a managed cash flow CLO. The issued notes will becollateralized primarily by broadly syndicated first lien seniorsecured corporate loans. At least 85% of the portfolio mustconsist of senior secured loans and eligible investments, and up to15% of the portfolio may consist of second lien loans and unsecuredloans. The portfolio is approximately 60% ramped as of the closingdate.

Symphony Asset Management LLC will direct the selection,acquisition and disposition of the assets on behalf of the Issuerand may engage in trading activity, including discretionarytrading, during the transaction's four year reinvestment period.Thereafter, the Manager may reinvest unscheduled principal paymentsand proceeds from sales of credit risk assets, subject to certainrestrictions.

In addition to the Rated Notes, the Issuer will issue subordinatednotes. The transaction incorporates interest and par coveragetests which, if triggered, divert interest and principal proceedsto pay down the notes in order of seniority.

Moody's modeled the transaction using a cash flow model based onthe Binomial Expansion Technique, as described in Section 2.3.2.1of the "Moody's Global Approach to Rating Collateralized LoanObligations" rating methodology published in December 2015.

The principal methodology used in these ratings was "Moody's GlobalApproach to Rating Collateralized Loan Obligations" published inDecember 2015.

Factors That Would Lead to an Upgrade or Downgrade of the Rating:

The performance of the Rated Notes is subject to uncertainty. Theperformance of the Rated Notes is sensitive to the performance ofthe underlying portfolio, which in turn depends on economic andcredit conditions that may change. The Manager's investmentdecisions and management of the transaction will also affect theperformance of the Rated Notes.

Together with the set of modeling assumptions above, Moody'sconducted an additional sensitivity analysis, which was a componentin determining the ratings assigned to the Rated Notes. Thissensitivity analysis includes increased default probabilityrelative to the base case.

Below is a summary of the impact of an increase in defaultprobability (expressed in terms of WARF level) on the Rated Notes(shown in terms of the number of notch difference versus thecurrent model output, whereby a negative difference corresponds tohigher expected losses), assuming that all other factors are heldequal:

STACR 2016-DNA1: Moody's Assigns (P)B1 Rating on Class M-3F Debt----------------------------------------------------------------Moody's Investors Service has assigned provisional ratings toeleven classes of notes on STACR 2016-DNA1, a securitizationdesigned to provide credit protection to the Federal Home LoanMortgage Corporation (Freddie Mac) against the performance ofapproximately $35.7 billion reference pool of mortgages. All of theNotes in the transaction are direct, unsecured obligations ofFreddie Mac and as such investors are exposed to the credit risk ofFreddie Mac (currently Aaa Stable).

The complete rating action is as follows:

$252 million of Class M-1 notes, Assigned (P)Baa2 (sf)

The Class M-1 note holders can exchange their notes for thefollowing notes:

$252 million of Class M-1F exchangeable notes, Assigned (P)Baa2(sf)

$252 million of Class M-1I exchangeable notes, Assigned (P)Baa2(sf)

$240 million of Class M-2 notes, Assigned (P)Baa3 (sf)

The Class M-2 note holders can exchange their notes for thefollowing notes:

$240 million of Class M-2F exchangeable notes, Assigned (P)Baa3(sf)

$240 million of Class M-2I exchangeable notes, Assigned (P)Baa3(sf)

$468 million of Class M-3 notes, Assigned (P)B1 (sf)

The Class M-3 note holders can exchange their notes for thefollowing notes:

$468 million of Class M-3F exchangeable notes, Assigned (P)B1(sf)

$468 million of Class M-3I exchangeable notes, Assigned (P)B1(sf)

The Class M-1 and M-2 note holders can exchange their notes for thefollowing notes:

$492 million of Class M-12 notes, Assigned (P)Baa3 (sf)

The Class M-1, M-2, and M-3 note holders can exchange their notesfor the following note:

$960 million of Class MA notes, Assigned (P)B1 (sf)

STACR 2016-DNA1 is the fourth transaction in the DNA series issuedby Freddie Mac. Similar to STACR 2015-DNA2, STACR 2016-DNA1's notewrite-downs are determined by actual realized losses andmodification losses on the loans in the reference pool, and nottied to a pre-set tiered severity schedule. In addition, theinterest amount paid to the notes can be reduced by the amount ofmodification loss incurred on the mortgage loans. STACR 2016-DNA1is also the sixth transaction in the STACR series (includingSTACR-HQA) to have a legal final maturity of 12.5 years, ascompared to 10 years in STACR-DN and STACR-HQ securitizations.Unlike typical RMBS transactions, STACR 2016-DNA1 note holders arenot entitled to receive any cash from the mortgage loans in thereference pool. Instead, the timing and amount of principal andinterest that Freddie Mac is obligated to pay on the Notes islinked to the performance of the mortgage loans in the referencepool.

Moody's rating on the transaction is based on both quantitative andqualitative analyses. This included a quantitative evaluation ofthe credit quality of the reference pool and the impact of thestructural mechanisms on credit enhancement. In addition, Moody'smade qualitative assessments of counterparty performance.

Moody's base-case expected loss on for the reference pool is 1.10%and is expected to reach 9.10% at a stress level consistent with aAaa rating.

The Notes

The M-1 notes are adjustable rate P&I notes with an interest ratethat adjusts relative to LIBOR. The holders of the M-1 notes canexchange those notes for an M-1I exchangeable note and an M-1Fexchangeable note. The M-1I exchangeable notes are fixed rateinterest only notes that have a notional balance that equals theM-1 note balance. The M-1F notes are adjustable rate P&I notes thathave a balance that equals the M-1 note balance and an interestrate that adjusts relative to LIBOR.

The M-2 notes are adjustable rate P&I notes with an interest ratethat adjusts relative to LIBOR. The holders of the M-2 notes canexchange those notes for an M-2I exchangeable note and an M-2Fexchangeable note. The M-2I exchangeable notes are fixed rateinterest only notes that have a notional balance that equals theM-2 note balance. The M-2F notes are adjustable rate P&I notes thathave a balance that equals the M-2 note balance and an interestrate that adjusts relative to LIBOR.

Holders of the M-1 and M-2 notes can exchange those notes for anM-12 exchangeable note. The M-12 exchangeable notes are P&I notesthat have a balance equal to the sum of the M-1 and M-2 notebalance, and a note rate equal to the weighted average of M-1 andM-2 note rates.

The M-3 notes are adjustable rate P&I notes with an interest ratethat adjusts relative to LIBOR. The holders of the M-3 notes canexchange those notes for an M-3I exchangeable note and an M-3Fexchangeable note. The M-3I exchangeable notes are fixed rateinterest only notes that have a notional balance that equals theM-3 note balance. The M-3F notes are adjustable rate P&I notes thathave a balance that equals the M-3 note balance and an interestrate that adjusts relative to LIBOR.

Holders of the M-1, M-2, and M-3 notes can exchange those notes foran MA exchangeable note. The MA exchangeable notes are P&I notesthat have a balance equal to the sum of the M-1, M-2 and M-3 notebalance, and a note rate equal to the weighted average of M-1, M-2and M-3 note rates.

Freddie Mac will only make principal payments on the notes based onthe scheduled and unscheduled principal payments that are actuallycollected on the reference pool mortgages. Losses on the notesoccur as a result of credit events, and are determined by actualrealized and modification losses on loans in the reference pool,and not tied to a pre-set loss severity schedule. Freddie Mac isobligated to retire the Notes in July 2028 if balances remainoutstanding.

Credit events in STACR 2016-DNA1 occur when a short sale issettled, when a seriously delinquent mortgage note is sold prior toforeclosure, when the mortgaged property that secured the relatedmortgage note is sold to a third party at a foreclosure sale, whenan REO disposition occurs, or when the related mortgage note ischarged-off. This differs from STACR-DN and STACR-HQsecuritizations, where credit events occur as early as when areference obligation is 180 or more days delinquent.

RATINGS RATIONALE

Summary Credit Analysis and Rating Rationale

As part of its analysis, Moody's considered historic Freddie Macperformance and severity data, the eligibility criteria of loans inthe reference pool, and the high credit quality of the underlyingcollateral. The reference pool consists of loans that Freddie Macacquired between April 1, 2015 and June 30, 2015, and have noprevious 30-day delinquencies. The loans in the reference pool areto strong borrowers, as the weighted average credit score of 754indicates. The weighted average CLTV of 76% is higher than recentprivate label prime jumbo deals, which typically have CLTVs in thehigh 60's range, but is similar to the weighted average CLTV ofother STACR-DN and STACR-DNA transactions.

Moody's adjusted its Aaa-stressed expected loss to account for anumber of findings in the initial diligence results. Although thefinal diligence results showed that almost all these findings werecured, Moody's believes that an adjustment was appropriate toreflect that the non-sampled portion of the pool did not have thebenefit of the process between the diligence firm and the lender tocure whatever defects might exist in those loan files.

Structural considerations

Moody's took structural features such as the principal paymentwaterfall of the notes, a 12.5-year bullet maturity, performancetriggers, as well as the allocation of realized losses andmodification losses into consideration in its cash flow analysis.The final structure for the transaction reflects consistent creditenhancement levels available to the notes per the term sheetprovided for the provisional ratings.

For modification losses, Moody's has taken into consideration thelevel of rate modifications based on the projected defaults, theweighted average coupon of the reference pool (3.98%), and comparedthat with the available credit enhancement on the notes, the couponand the accrued interest amount of the most junior bonds. Class Band Class B-H reference tranches represent 1.00% of the pool. Thefinal coupons on the notes will have an impact on the amount ofinterest available to absorb modification losses from the referencepool.

The ratings are linked to Freddie Mac's rating. As an unsecuredgeneral obligation of Freddie Mac, the rating on the notes will becapped by the rating of Freddie Mac, which Moody's currently ratesAaa (stable).

Collateral Analysis

The reference pool consists of approximately 144,144 loans thatmeet specific eligibility criteria, which limits the pool to firstlien, fixed rate, fully amortizing loans with 30 year terms andLTVs that range between 60% and 80% on one to four unit properties.Overall, the reference pool is of prime quality. The creditpositive aspects of the pool include borrower, loan and geographicdiversification, and a high weighted average FICO of 754. There areno interest-only (IO) loans in the reference pool and all of theloans are underwritten to full documentation standards.

SUGAR CREEK: S&P Affirms BB+ Rating on Class E Notes----------------------------------------------------Standard & Poor's Ratings Services affirmed its ratings on all fiveclasses of notes from Sugar Creek CLO Ltd., a U.S. collateralizedloan obligation (CLO) transaction that closed in May of 2012 and ismanaged by 4086 Advisors Inc.

The affirmed ratings reflect S&P's belief that the credit supportavailable is commensurate with the current rating levels.

This transaction has exited its reinvestment period and on theOctober 2015 payment date, the class A note was paid down to 95% ofits initial issuance amount. As of the November 2015 trusteereport, the class A/B overcollateralization (O/C) ratio hasincreased marginally to 133.51% from 133.02% as of the July 2012trustee report, which S&P referenced at the effective date. Thecredit quality has remained stable, as the balance of defaulted and'CCC' rated assets is $0 and $1.59 million, respectively.

Although the cash flows for the class C note do pass at a higherrating, S&P affirmed its rating on this note to maintain ratingcushion, as the class C O/C ratio only increased by 0.02% since thetransaction's effective date.

Standard & Poor's will continue to review whether, in its view, theratings assigned to the notes remain consistent with the creditenhancement available to support them and take rating actions as itdeems necessary.

(i) The cash flow implied rating considers the actual spread,coupon, and recovery of the underlying collateral.

(ii) The cash flow cushion is the excess of the tranche break-evendefault rate above the scenario default rate at the assigned ratingfor a given class of rated notes using the actual spread, coupon,and recovery.

RECOVERY RATE AND CORRELATION SENSITIVITY

In addition to S&P's base-case analysis, it generated additionalscenarios in which it made negative adjustments of 10% to thecurrent collateral pool's recovery rates relative to each tranche'sweighted average recovery rate.

S&P also generated other scenarios by adjusting the intra- andinter-industry correlations to assess the current portfolio'ssensitivity to different correlation assumptions assuming thecorrelation scenarios outlined below.

Symphony CLO III, Ltd, issued in March 2007, is a collateralizedloan obligation backed primarily by a portfolio of senior securedloans, with some exposure to bonds. The transaction's reinvestmentperiod ended in May 2013.

RATINGS RATIONALE

These rating actions are primarily a result of deleveraging of thesenior notes and an increase in the transaction'sover-collateralization (OC) ratios since April 2015. Since thenthe Class A-1a notes and Class A-2a notes have been paid down byapproximately 22.0% or $33.4 million and 19.5% or $11.2 million,respectively. Based on the trustee's December 2015 report, the OCratios for the Class A/B, Class C and Class D notes are reported at137.7%, 124.5% and 115.6%, respectively, versus April 2015 levelsof 131.5%, 120.9% and 113.6%, respectively.

Methodology Used for the Rating Action

The principal methodology used in these ratings was "Moody's GlobalApproach to Rating Collateralized Loan Obligations" published inDecember 2015.

Factors that Would Lead to an Upgrade or Downgrade of the Rating:

This transaction is subject to a number of factors andcircumstances that could lead to either an upgrade or downgrade ofthe ratings: 1) Macroeconomic uncertainty: CLO performance is subject to a) uncertainty about credit conditions in the general economy and b) the large concentration of upcoming speculative-grade debt maturities, which could make refinancing difficult for issuers.

2) Collateral Manager: Performance can also be affected positively or negatively by a) the manager's investment strategy and behavior and b) differences in the legal interpretation of CLO documentation by different transactional parties owing to embedded ambiguities.

3) Collateral credit risk: A shift towards collateral of better credit quality, or better credit performance of assets collateralizing the transaction than Moody's current expectations, can lead to positive CLO performance. Conversely, a negative shift in credit quality or performance

of the collateral can have adverse consequences for CLO performance.

4) Deleveraging: An important source of uncertainty in this transaction is whether deleveraging from unscheduled principal proceeds will continue and at what pace. Deleveraging of the CLO could accelerate owing to high prepayment levels in the loan market and/or collateral sales by the manager, which could have a significant impact on the notes' ratings. Note repayments that are faster than Moody's

current expectations will usually have a positive impact on CLO notes, beginning with those with the highest payment priority.

5) Recovery of defaulted assets: Fluctuations in the market value of defaulted assets reported by the trustee and those that Moody's assumes as having defaulted could result in volatility in the deal's OC levels. Further, the timing of recoveries and whether a manager decides to work out or sell defaulted assets create additional uncertainty. Moody's analyzed defaulted recoveries assuming the lower of the market price and the recovery rate in order to account for potential volatility in market prices. Realization of higher

than assumed recoveries would positively impact the CLO.

6) Post-Reinvestment Period Trading: Subject to certain requirements, the deal can reinvest certain proceeds after the end of the reinvestment period, and as such the manager has the ability to erode some of the collateral quality metrics to the covenant levels. Such reinvestment could affect the transaction either positively or negatively.

In addition to the base case analysis, Moody's also conductedsensitivity analyses to test the impact of a number of defaultprobabilities on the rated notes relative to the base case modelingresults, which may be different from the current public ratings ofthe notes. Below is a summary of the impact of different defaultprobabilities (expressed in terms of WARF) on all of the ratednotes (by the difference in the number of notches versus thecurrent model output, for which a positive difference correspondsto lower expected loss):

Moody's modeled the transaction using a cash flow model based onthe Binomial Expansion Technique, as described in "Moody's GlobalApproach to Rating Collateralized Loan Obligations."

The key model inputs Moody's used in its analysis, such as par,weighted average rating factor, diversity score and the weightedaverage recovery rate, are based on its published methodology andcould differ from the trustee's reported numbers. In its basecase, Moody's analyzed the collateral pool as having a performingpar and principal proceeds balance of $291.0 million, defaulted parof $4.4 million, a weighted average default probability of 11.1%(implying a WARF of 2569), a weighted average recovery rate upondefault of 50.6%, a diversity score of 31and a weighted averagespread of 3.2% (before accounting for LIBOR floors).

Moody's incorporates the default and recovery properties of thecollateral pool in cash flow model analysis where they are subjectto stresses as a function of the target rating on each CLOliability reviewed. Moody's derives the default probability fromthe credit quality of the collateral pool and Moody's expectationof the remaining life of the collateral pool. The average recoveryrate for future defaults is based primarily on the seniority of theassets in the collateral pool. In each case, historical and marketperformance and the collateral manager's latitude for trading thecollateral are also factors.

Moody's has upgraded the ratings on the transaction due to greaterthan expected recoveries from high credit risk collateral sincelast review, and improvement in the credit quality of theunderlying collateral pool as evidenced by WARF. This more thanoffsets any decrease in WARR. Moody's has affirmed the ratings onthe transaction because the key transaction metrics arecommensurate with the existing ratings. The rating actions are theresult of Moody's on-going surveillance of commercial real estatecollateralized debt obligation (CRE CDO CLO) transactions.

Talmage 2006-4, Ltd. is currently a static cash transaction, there-investment period ended in February 2012, backed by a portfolioof: i) CRE CDOs (33.3% of collateral pool balance); ii) assetbacked securities (ABS) (31.7%); and iii) b-notes (35.0%). As ofthe trustee's December 18, 2015 report, the aggregate note balanceof the transaction has decreased to $133.7 million from $500.0million at issuance, with the paydown primarily due to acombination of pre-payments and regular amortization, recoveriesfrom impaired collateral, and principal proceeds resulting from thefailure of certain par value and interest coverage tests.

Six assets with a par balance of $64.7 million (68.3% of the poolbalance) were listed as impaired assets as of the Dec. 18, 2015trustee report. Moody's expects low severity losses to occur onthe CRE CDO assets (33.3% of the collateral pool balance) and highseverity losses to occur on the b-notes (35% of the collateral poolbalance).

Moody's has identified the following as key indicators of theexpected loss in CRE CDO transactions: the weighted average ratingfactor (WARF), the weighted average life (WAL), the weightedaverage recovery rate (WARR), and Moody's asset correlation (MAC).Moody's typically models these as actual parameters for staticdeals and as covenants for managed deals.

WARF is a primary measure of the credit quality of a CRE CDO pool.Moody's has updated its assessments for the collateral it does notrate. The rating agency modeled a bottom-dollar WARF of 2073,compared to 3851 at last review. The current distribution ofMoody's rated collateral and assessments for non-Moody's ratedcollateral is as follows: Baa1-Baa3 and 5.6% compared to 0.0% atlast review, Ba1-Ba3 and 45.7% compared to 0.0% at last review,B1-B3 and 0.0% compared to 46.5% at last review, Caa1-Ca/C and48.7% compared to 53.5% at last review.

Moody's modeled a WAL of 1.4 years, compared to 2.2 years at lastreview. The WAL is based on assumptions about extensions on theunderlying collateral look-through loan exposures.

Moody's modeled a fixed WARR of 7.9%, compared to 9.1% at lastreview.

Moody's modeled a MAC of 41.4%, compared to 45.4% at last review.

Methodology Underlying the Rating Action:

The principal methodology used in these ratings was "Moody'sApproach to Rating SF CDOs" published in July 2015.

Factors that would lead to an upgrade or downgrade of the rating:

The performance of the notes is subject to uncertainty, because itis sensitive to the performance of the underlying portfolio, whichin turn depends on economic and credit conditions that are subjectto change. The servicing decisions of the master and specialservicer and surveillance by the operating advisor with respect tothe collateral interests and oversight of the transaction will alsoaffect the performance of the rated notes.

Moody's Parameter Sensitivities: Changes to any one or more of thekey parameters could have rating implications for some of the ratednotes, although a change in one key parameter assumption could beoffset by a change in one or more of the other key parameterassumptions. The rated notes are particularly sensitive to changesin the recovery rates of the underlying collateral and creditassessments. Increasing the recovery rates by 10% would result inan average modeled rating movement on the rated notes of one tofive notches upward (e.g., one notch up implies a ratings movementof Baa3 to Baa2). Decreasing the recovery rate by 5% would resultin an average modeled rating movement on the rated notes of zero toone notch downward (e.g., one notch down implies a ratings movementof Baa3 to Ba1).

The primary sources of uncertainty in Moody's assumptions are theextent of growth in the current macroeconomic environment given theweak recovery and certain commercial real estate property markets. Commercial real estate property values continue to improvemodestly, along with a rise in investment activity andstabilization in core property type performance. Limited newconstruction and moderate job growth have aided this improvement.However, sustained growth will not be possible until investmentincreases steadily for a significant period, non-performingproperties are cleared from the pipeline and fears of a euro arearecession abate.

Moody's issues provisional ratings in advance of the final sale offinancial instruments, but these ratings only represent Moody'spreliminary credit opinions. Upon a conclusive review of atransaction and associated documentation, Moody's will endeavor toassign definitive ratings. A definitive rating, if any, may differfrom a provisional rating.

RATINGS RATIONALE

Moody's provisional ratings of the Rated Notes address the expectedlosses posed to noteholders. The provisional ratings reflect therisks due to defaults on the underlying portfolio of assets, thetransaction's legal structure, and the characteristics of theunderlying assets.

Venture XXII CLO, Limited is a managed cash flow CLO. The issuednotes will be collateralized primarily by broadly syndicated firstlien senior secured corporate loans. At least 90% of the portfoliomust consist of senior secured loans, cash, and eligibleinvestments, and up to 10% of the portfolio may consist of secondlien loans and unsecured loans. Moody's expects the portfolio tobe approximately 80% ramped as of the closing date.

MJX Venture Management LLC, a recently formed affiliate of MJXAsset Management LLC will direct the selection, acquisition anddisposition of the assets on behalf of the Issuer and may engage intrading activity, including discretionary trading, during thetransaction's four year reinvestment period. Thereafter, theManager may reinvest up to 75% of unscheduled principal paymentsand proceeds from sales of credit risk assets, subject to certainrestrictions.

In addition to the Rated Notes, the Issuer will issue subordinatednotes. The transaction incorporates interest and par coveragetests which, if triggered, divert interest and principal proceedsto pay down the notes in order of seniority.

Moody's modeled the transaction using a cash flow model based onthe Binomial Expansion Technique, as described in Section 2.3.2.1of the "Moody's Global Approach to Rating Collateralized LoanObligations" rating methodology published in December 2015.

The principal methodology used in these ratings was "Moody's GlobalApproach to Rating Collateralized Loan Obligations" published inDecember 2015.

Factors That Would Lead to Upgrade or Downgrade of the Ratings:

The performance of the Rated Notes is subject to uncertainty. Theperformance of the Rated Notes is sensitive to the performance ofthe underlying portfolio, which in turn depends on economic andcredit conditions that may change. The Manager's investmentdecisions and management of the transaction will also affect theperformance of the Rated Notes.

Together with the set of modeling assumptions above, Moody'sconducted an additional sensitivity analysis, which was a componentin determining the ratings assigned to the Rated Notes. Thissensitivity analysis includes increased default probabilityrelative to the base case.

Below is a summary of the impact of an increase in defaultprobability (expressed in terms of WARF level) on the Rated Notes(shown in terms of the number of notch difference versus thecurrent model output, whereby a negative difference corresponds tohigher expected losses), assuming that all other factors are heldequal:

VITALITY RE VII: S&P Assigns Prelim. BB+ Rating on Class B Notes----------------------------------------------------------------Standard & Poor's Ratings Services said that it has assignedpreliminary ratings of 'BBB+(sf)' and 'BB+(sf)' to the Class A andClass B notes, respectively, to be issued by Vitality Re VII Ltd.The notes will cover claims payments of Health Re Inc. andultimately Aetna Life Insurance Co. (ALIC) related to the coveredinsurance business to the extent the medical benefits ratio (MBR)exceeds 100% for the Class A notes and 94% for the Class B notes.The MBR will be calculated on an annual aggregate basis.

The preliminary ratings are based on the lowest of the MBR riskfactor on the ceded risk ('bbb+' for the Class A notes and 'bb+'for the Class B notes); the rating on ALIC, the underlying cedinginsurer; and the rating on the permitted investments ('AAAm') thatwill be held in the collateral account (there is a separate accountfor each class of notes) at closing.

The MBR risk factors are currently the lowest of the three inputs.However, if S&P lowered the rating on ALIC or the permittedinvestments below the MBR risk factor, S&P would lower the ratingon the notes accordingly. If the permitted investments were in amoney-market fund not rated 'AAAm', S&P would withdraw its ratingon the notes.

On Dec. 18, 2015, the Consolidated Appropriations Act, 2016 (CAA)was signed into law. The CAA amends certain provisions in theAffordable Care Act, including a suspension of the industry-widehealth insurer fee (HIF) for the calendar year 2017.

Ultimately, to accommodate these changes, the realized historic MBRcalculated from the updated Aetna exposure data will be increasedby 250 basis points (bps) for the 2017 reset and decreased by 250bps for the 2018 reset.

Because the attachment probability at any reset for the Class Bnotes cannot be greater than 47 bps, S&P do not expect thisadjustment to affect our rating on these notes. Although theattachment probability for the Class A notes can be greater thanthe initial attachment probability of 3 bps, S&P expects anyincrease to be minimal and do not currently expect the adjustmentto affect our rating on these notes.

There is no provision for any CAA-related adjustment for theVitality Re V and VI notes. Vitality Re IV Ltd. matures Jan. 9,2017. S&P has requested updated modeling to reflect the estimatedimpact the 2017 HIF suspension would have on the probability ofattachment of those notes. S&P currently do not have the results.Although S&P expects the 2017 probability of attachment to begreater than indicated in the annual reset, S&P currently do notknow the magnitude. The probability of attachment for the VitalityRe V and VI Ltd. notes will be reset equal to the initialprobabilities of attachment, as previously structured. In 2017 theexperienced MBR may be higher, and therefore more likely to reachthe updated MBR attachment as a result of the HIF suspension. Thismay result in a change in the ratings on the notes.

Moody's issues provisional ratings in advance of the final sale offinancial instruments, but these ratings only represent Moody'spreliminary credit opinions. Upon a conclusive review of atransaction and associated documentation, Moody's will endeavor toassign definitive ratings. A definitive rating, if any, may differfrom a provisional rating.

RATINGS RATIONALE

Moody's provisional ratings of the Rated Notes address the expectedlosses posed to noteholders. The provisional ratings reflect therisks due to defaults on the underlying portfolio of assets, thetransaction's legal structure, and the characteristics of theunderlying assets.

Voya CLO 2016-1, Ltd. is a managed cash flow CLO. The issued noteswill be collateralized primarily by broadly syndicated first liensenior secured corporate loans. At least 92.5% of the portfoliomust consist of senior secured loans and eligible investments, andup to 7.5% of the portfolio may consist of second lien loans andunsecured loans. However, based on the portfolio's WARF and thepercentage of the portfolio that consists of covenant-lite loans,the minimum percentage of senior secured loans could be as high as96.0%. We expect the portfolio to be approximately 75% ramped as ofthe closing date.

Voya Alternative Asset Management LLC (the "Manager") will directthe selection, acquisition and disposition of the assets on behalfof the Issuer and may engage in trading activity, includingdiscretionary trading, during the transaction's four yearreinvestment period. Thereafter, the Manager may reinvestunscheduled principal payments and proceeds from sales of creditrisk assets, subject to certain restrictions.

In addition to the Rated Notes, the Issuer will issue subordinatednotes.

The transaction incorporates interest and par coverage tests which,if triggered, divert interest and principal proceeds to pay downthe notes in order of seniority.

Moody's modeled the transaction using a cash flow model based onthe Binomial Expansion Technique, as described in Section 2.3.2.1of the "Moody's Global Approach to Rating Collateralized LoanObligations" rating methodology published in December 2015.

For modeling purposes, Moody's used the following base-caseassumptions:

Par amount: $500,000,000

Diversity Score: 70

Weighted Average Rating Factor (WARF): 2870

Weighted Average Spread (WAS): 3.70%

Weighted Average Coupon (WAC): 7.50%

Weighted Average Recovery Rate (WARR): 48.0%

Weighted Average Life (WAL): 8.0 years.

Methodology Underlying the Rating Action:

Factors That Would Lead to an Upgrade or Downgrade of the Rating:

The performance of the Rated Notes is subject to uncertainty. Theperformance of the Rated Notes is sensitive to the performance ofthe underlying portfolio, which in turn depends on economic andcredit conditions that may change. The Manager's investmentdecisions and management of the transaction will also affect theperformance of the Rated Notes.

Together with the set of modeling assumptions above, Moody'sconducted an additional sensitivity analysis, which was a componentin determining the ratings assigned to the Rated Notes. Thissensitivity analysis includes increased default probabilityrelative to the base case.

Below is a summary of the impact of an increase in defaultprobability (expressed in terms of WARF level) on the Rated Notes(shown in terms of the number of notch difference versus thecurrent model output, whereby a negative difference corresponds tohigher expected losses), assuming that all other factors are heldequal:

Percentage Change in WARF -- increase of 15% (from 2870 to 3301)

Rating Impact in Rating Notches

Class A-1 Notes: 0

Class A-2 Notes: -1

Class B Notes: -2

Class C Notes: -1

Class D Notes: -1

Class E Notes: -1

Percentage Change in WARF -- increase of 30% (from 2870 to 3731)

Rating Impact in Rating Notches

Class A-1 Notes: -1

Class A-2 Notes: -2

Class B Notes: -5

Class C Notes: -2

Class D Notes: -1

Class E Notes: -3

WACHOVIA BANK 2004-C10: Moody's Raises Rating on N Certs to Ba3---------------------------------------------------------------Moody's Investors Service has upgraded the rating on one class,affirmed the rating on one class and downgraded the rating on oneclass in Wachovia Bank Commercial Mortgage Trust, CommercialMortgage Pass-Through Certificates, Series 2004-C10 as:

The rating on one P&I class was upgraded based primarily on anincrease in credit support resulting from loan paydowns andamortization. The deal has paid down 78% since Moody's lastreview. The rating on one P&I class was affirmed because theratings are consistent with realized losses.

The rating on one IO Class was downgraded due to the decline in thecredit performance of its reference classes resulting fromprincipal paydowns of higher quality reference classes.

Moody's rating action reflects a base expected loss of 0% of thecurrent balance, compared to 7.6% at Moody's last review. Moody'sbase expected loss plus realized losses is now 1.8% of the originalpooled balance.

FACTORS THAT WOULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING:

The performance expectations for a given variable indicate Moody'sforward-looking view of the likely range of performance over themedium term. Performance that falls outside the given range canindicate that the collateral's credit quality is stronger or weakerthan Moody's had previously expected.

Factors that could lead to an upgrade of the ratings include asignificant amount of loan paydowns or amortization, an increase inthe pool's share of defeasance or an improvement in poolperformance.

Factors that could lead to a downgrade of the ratings include adecline in the performance of the pool, loan concentration, anincrease in realized and expected losses from specially servicedand troubled loans or interest shortfalls.

METHODOLOGY UNDERLYING THE RATING ACTION

The principal methodology used in these ratings was "Moody'sApproach to Rating Large Loan and Single Asset/Single BorrowerCMBS" published in October 2015.

DESCRIPTION OF MODELS USED

Moody's uses a variation of Herf to measure the diversity of loansizes, where a higher number represents greater diversity. Loanconcentration has an important bearing on potential ratingvolatility, including the risk of multiple notch downgrades underadverse circumstances. The credit neutral Herf score is 40. Thepool has a Herf of two, the same as at Moody's last review.

When the Herf falls below 20, Moody's uses the excel-based LargeLoan Model. The large loan model derives credit enhancement levelsbased on an aggregation of adjusted loan-level proceeds derivedfrom Moody's loan-level LTV ratios. Major adjustments todetermining proceeds include leverage, loan structure, propertytype and sponsorship. Moody's also further adjusts theseaggregated proceeds for any pooling benefits associated with loanlevel diversity and other concentrations and correlations.

DEAL PERFORMANCE

As of the Dec. 17, 2015, distribution date, the transaction'saggregate certificate balance has decreased by more than 99% to$5.0 million from $1.29 billion at securitization. Thecertificates are collateralized by three mortgage loans ranging insize from 26% to 45% of the pool. One loan, constituting 26% ofthe pool, has defeased and is secured by US government securities.

Eleven loans have been liquidated from the pool, resulting in anaggregate realized loss of $23.5 million (for an average lossseverity of 38%).

Moody's received full year 2014 operating results for 100% of thepool.

The two conduit loans represent 74% of the pool balance. Thelargest loan is the Cornerstone Apartments Phase II Loan ($2.3million -- 45.3% of the pool), which is secured by a 108-unitmultifamily complex located in Fayetteville, Arkansas. Theproperty was constructed in 2003. The loan is fully amortizingthrough the life of the loan and has amortized by 44%. Moody's LTVand stressed DSCR are 44% and 2.10X, respectively, compared to 46%and 1.98X at the last review.

The second largest loan is the Windfield West II Apartments Loan($1.44 million -- 28.6% of the pool), which is secured by a 48-unitmultifamily complex located in Waukee, Iowa. Moody's LTV andstressed DSCR are 82% and 1.24X, respectively, compared to 85% and1.20X at the last review.

The provisional ratings are based on a review by DBRS of thefollowing analytical considerations:

-- Transaction capital structure, proposed ratings and form and sufficiency of available credit enhancement.

-- The ability of the transaction to withstand stressed cash flow

assumptions and repay investors according to the terms under which they have invested. For this transaction, the rating addresses the payment of timely interest on a monthly basis and principal by the legal final maturity date for each class.

-- The credit quality of the collateral and performance of the auto loan portfolio by origination channels.

-- The capabilities of Westlake with regards to originations, underwriting and servicing.

-- The quality and consistency of provided historical static pool

data for Westlake originations and performance of the Westlake

auto loan portfolio.

-- Wells Fargo Bank, N.A. (rated AA/R-1 (high)/Stable by DBRS) has served as a backup servicer for Westlake since 2003, when a conduit facility was put in place.

-- The legal structure and presence of legal opinions that will address the true sale of the assets to the Issuer, the non- consolidation of the special-purpose vehicle with Westlake, that the trust has a valid first-priority security interest in

the assets and the consistency with the DBRS Legal Criteria for U.S. Structured Finance methodology.

-- The transaction's ability to make timely interest and principal payments under stressed cash flow modeling scenarios appropriate for the assigned preliminary ratings.

-- S&P's expectation that under a moderate ('BBB') stress scenario, all else being equal, its ratings on the class A and B notes would not be lowered from the assigned preliminary ratings, our ratings on the class C notes would remain within one rating category of the assigned preliminary ratings during one year, and S&P's ratings on the class D and E notes would remain within two rating categories of the assigned preliminary ratings, which is within the bounds of our credit stability criteria.

-- The collateral characteristics of the securitized pool of subprime automobile loans.

-- The originator/servicer's long history in the subprime/specialty auto finance business.

(i)The interest rate for each class will be determined on thepricing date.(ii)The class A-2 notes will be split into fixed-rate class A-2Aand floating-rate class A-2B. The sizes of class A-2A and A-2Bwill be determined at pricing, and class A2-B will be a max of 75%of the overall class. The class A-2B coupon will be expressed as aspread tied to one-month LIBOR.

The actions are a result of the recent performance of theunderlying pools and reflect Moody's updated loss expectations onthe pools. The ratings downgraded are due to the weakerperformance of the underlying collateral and the erosion ofenhancement available to the bonds. The ratings upgraded are aresult of improving performance of the related pools and anincrease in credit enhancement available to the bonds.

The principal methodology used in these ratings was "US RMBSSurveillance Methodology" published in November 2013.

Factors that would lead to an upgrade or downgrade of the rating:

Ratings in the US RMBS sector remain exposed to the high level ofmacroeconomic uncertainty, and in particular the unemployment rate. The unemployment rate fell to 5.0% in November 2015 from 5.8% inNovember 2014. Moody's forecasts an unemployment central range of4.5% to 5.5% for the 2016 year. Deviations from this centralscenario could lead to rating actions in the sector.

House prices are another key driver of US RMBS performance. Moody'sexpects house prices to continue to rise in 2016. Lower increasesthan Moody's expects or decreases could lead to negative ratingactions.

Finally, performance of RMBS continues to remain highly dependenton servicer procedures. Any change resulting from servicingtransfers or other policy or regulatory change can impact theperformance of these transactions.

[*] Moody's Takes Action on $201MM of RMBS Issued in 2005---------------------------------------------------------Moody's Investors Service has upgraded the ratings of 11 tranchesand downgraded the rating of one tranche backed by Prime Jumbo RMBSloans, issued by various issuers.

The actions are a result of the recent performance of theunderlying pools and reflect Moody's updated loss expectations onthe pools. The ratings upgraded are a result of the improvingperformance of the related pools and an increase in creditenhancement available to the bonds. The rating downgraded is dueto the weaker performance of the underlying collateral and theerosion of enhancement available to the bond.

The principal methodology used in these ratings was "US RMBSSurveillance Methodology" published in November 2013.

Factors that would lead to an upgrade or downgrade of the rating:

Ratings in the US RMBS sector remain exposed to the high level ofmacroeconomic uncertainty, and in particular the unemployment rate. The unemployment rate fell to 5% in December 2015 from 5.6% inDecember 2014. Moody's forecasts an unemployment central range of4.5% to 5.5% for the 2016 year. Deviations from this centralscenario could lead to rating actions in the sector.

House prices are another key driver of US RMBS performance. Moody'sexpects house prices to continue to rise in 2016. Lower increasesthan Moody's expects or decreases could lead to negative ratingactions.

Finally, performance of RMBS continues to remain highly dependenton servicer procedures. Any change resulting from servicingtransfers or other policy or regulatory change can impact theperformance of these transactions.

[*] Moody's Takes Action on $207MM of RMBS Issued 2003-2004-----------------------------------------------------------Moody's Investors Service has upgraded the ratings of 26 tranchesand downgraded the ratings of three tranches from eighttransactions, backed by Alt-A and Option ARM loans, issued bymultiple issuers.

The ratings upgraded are a result of the improving performance ofthe related pools and an increase in credit enhancement availableto the bonds. The ratings downgraded are a result of the decliningperformance of the related pools and/or a decrease in creditenhancement available to the bonds. The rating actions reflect therecent performance of the underlying pools and Moody's updated lossexpectation on the pools.

Factors that would lead to an upgrade or downgrade of the rating:

Ratings in the US RMBS sector remain exposed to the high level ofmacroeconomic uncertainty, and in particular the unemployment rate.The unemployment rate fell to 5.0% in December 2015 from 5.6% inDecember 2014. Moody's forecasts an unemployment central range of4.5% to 5.5% for the 2016 year. Deviations from this centralscenario could lead to rating actions in the sector. House pricesare another key driver of US RMBS performance. Moody's expectshouse prices to continue to rise in 2016. Lower increases thanMoody's expects or decreases could lead to negative rating actions.Finally, performance of RMBS continues to remain highly dependenton servicer procedures. Any change resulting from servicingtransfers or other policy or regulatory change can impact theperformance of these transactions.

[*] Moody's Takes Action on $766.1MM of RMBS Issued 2005-2007-------------------------------------------------------------Moody's Investors Service has upgraded the ratings of seventranches and downgraded the ratings of nine tranches from ninetransactions, backed by Alt-A and Option ARM RMBS loans, issued bymultiple issuers.

The rating actions are a result of the recent performance of theunderlying pools and reflect Moody's updated loss expectation onthe pools. The rating upgrades are a result of the improvingperformance of the related pools and an increase in creditenhancement available to the bonds. The rating downgrades are dueto the weaker performance of the underlying collateral and theerosion of enhancement available to the bonds.

The principal methodology used in these ratings was "US RMBSSurveillance Methodology" published in November 2013.

Factors that would lead to an upgrade or downgrade of the rating:

Ratings in the US RMBS sector remain exposed to the high level ofmacroeconomic uncertainty, and in particular the unemployment rate. The unemployment rate fell to 5.0% in December 2015 from 5.6% inDecember 2014. Moody's forecasts an unemployment central range of4.5% to 5.5% for the 2016 year. Deviations from this centralscenario could lead to rating actions in the sector.

House prices are another key driver of US RMBS performance. Moody'sexpects house prices to continue to rise in 2016. Lower increasesthan Moody's expects or decreases could lead to negative ratingactions.

Finally, performance of RMBS continues to remain highly dependenton servicer procedures. Any change resulting from servicingtransfers or other policy or regulatory change can impact theperformance of these transactions.

The downgrades reflect S&P's assessment of the impact of principalwrite-downs' on the affected classes during recent remittanceperiods. All of the classes whose ratings were lowered to 'D (sf)' were rated either 'CCC (sf)' or 'CC (sf)' before therating action.

The 90 defaulted classes consist of:

-- 52 from prime jumbo transactions (57.78%); -- 13 from Alternative-A transactions (14.44%); -- Nine from subprime transactions; -- Five from negative amortization transactions; -- Five from a resecuritized real estate mortgage investment conduit transaction; -- One from a Federal Housing Administration/Veterans Administration transaction; -- One from a risk transfer transaction; -- One from a document deficient transaction; -- One from a first-lien high loan-to-value transaction; -- One from an outside-the-guidelines transaction; and -- One from a reperforming transaction.

All of the transactions in this review receive credit enhancementfrom a combination of subordination, excess spread, andovercollateralization (where applicable).

S&P will continue to monitor its ratings on securities thatexperience principal write-downs, and S&P will further adjust itsratings as it considers appropriate according to its criteria.

[*] S&P Puts Ratings on 9 Access-to-Loans Trust on Watch Negative-----------------------------------------------------------------Standard & Poor's Ratings Services affirmed its 'AAA (sf)' ratingon the series IV-A-13 bond issued from Access to Loans For LearningStudent Loan Corp.'s series IV master trust. At the same time, S&Pplaced its ratings on eight senior auction-rate bonds and onesubordinate auction-rate bond on CreditWatch with negativeimplications from the same master trust. The rating actionsreflect S&P's views regarding future collateral performance and thecurrent credit enhancement available to support the bonds giventheir capital structure, payment priorities, and S&P's expectationof interest amounts to be owed to noteholders and paymentpriorities. S&P also considered secondary credit factors, such ascredit stability and sector- and issuer-specific analyses.

The bonds were issued pursuant to a master trust indenture datedMay 1, 1998. The trust was restructured in 2013. Collateral wastransferred to a new discrete trust in exchange for cash, which wasused to repurchase bonds at discounts to the par face amount.

The trust is backed by a collateral pool of student loans issuedthrough the Federal Family Education Loan Program (FFELP),comprised approximately of 95% FFELP Consolidation loans and thebalance of the pool is Stafford/PLUS loans. Loans originated underthe FFELP program are at least 97% guaranteed by the U.S.Department of Education (ED). Approximately 56% of the loans weredisbursed after April 2006. The loans originated after April 2006do not benefit from "floor" income. Non-floor income loans requirethe trust to rebate the positive difference between the borrowers'interest payments and special allowance payments (SAPs) back to theED, which limits the trust's available excess spread. Since thetrust was restructured, the liquidity available to the trust hasimproved slightly as more loans have come out of deferment and intorepayment.

The affirmation of the series IV-A-13 bond reflects S&P's viewsregarding future collateral performance and the current creditenhancement available to support the bond, includingovercollateralization (parity), subordination, the reserve account,and excess spread. Based on historical payments of principal andthe bonds amortization schedule, S&P expects that this bond will bepaid in full within the next 12 months and thus will have limitedexposure to credit risk because of the trust's available creditenhancement and liquidity.

"We placed the ratings on the senior and subordinate auction-ratebonds on CreditWatch negative to reflect our view of the limitedexcess spread available to the trust and the ability of availablecredit enhancement to absorb an increase in interest payments inthe stressed interest rate scenarios contemplated by our ratings,particularly given the ratings-based maximum rate definitions forthe auction-rate securities in the trust. Since the auctions beganfailing in 2008, the auction-rate securities have been paying attheir ratings-based maximum rates as required by the transactiondocuments. We specifically note that the calculation of themaximum rate for this trust increases to its highest level wheneverthe rating from any rating agency on the bonds is below 'AAA' andthe maximum rate definitions do not include a net loan rateconcept. While the trust was restructured in 2013, the exposure tothese maximum rate definitions remains high as 85% of the trust'soutstanding bonds as of the most recent servicer report (September2015) are auction-rate securities. Since that restructuring,senior parity has increased slightly primarily due to principalpayments received according to a targeted amortization schedule tothe series IV-A-13 bond and to the repurchases of senior taxableauction-rate securities at discounts to the par face amount. However, total parity has remained relatively flat, reflecting thelimited excess spread available to build credit enhancement. As ofthe September 2015 servicer report, senior and total parity were108.2% and 100.7%, respectively, compared to 106.7% and 100.8% asof the first servicer report after the restructuring in December2013," S&P said.

S&P will continue to monitor the performance of the trust for anynegative trends that it thinks may affect the current ratingsassigned to the transaction. S&P expects to resolve theCreditWatch negative placements within the next 90 days and thentake any further rating actions that S&P considers appropriate.

The withdrawals reflect S&P's lack of information necessary toapply its criteria, "Methodology For Incorporating LoanModifications And Extraordinary Expenses Into U.S. RMBS Ratings,"published April 17, 2015, for the affected tranches after multiplerequests to the applicable trustees or servicers for suchinformation.

These classes were among the 23 classes from 11 RMBS transactionsthat S&P placed on CreditWatch with negative implications on Nov. 19, 2015, for the same reason.

Per "S&P's Steps For Obtaining Necessary Information To ApplyRecently Effective U.S. RMBS Criteria," published on Aug. 24, 2015,which describes S&P's process for requesting information related toloan modifications and the potential outcomes if S&P is unable tocollect that information, Standard & Poor's may considerwithdrawing the ratings previously placed on CreditWatch if S&P donot receive the information it requested in order to apply itsapplicable criteria within 30 days of the CreditWatch placement.S&P did not receive all of the information it requested withrespect to the affected classes in the 30-day period after S&Pplaced those classes on CreditWatch negative, and, as a result,have withdrawn its ratings on those classes.

Monday's edition of the TCR delivers a list of indicative pricesfor bond issues that reportedly trade well below par. Prices areobtained by TCR editors from a variety of outside sources duringthe prior week we think are reliable. Those sources may not,however, be complete or accurate. The Monday Bond Pricing tableis compiled on the Friday prior to publication. Prices reportedare not intended to reflect actual trades. Prices for actualtrades are probably different. Our objective is to shareinformation, not make markets in publicly traded securities.Nothing in the TCR constitutes an offer or solicitation to buy orsell any security of any kind. It is likely that some entityaffiliated with a TCR editor holds some position in the issuerspublic debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies withinsolvent balance sheets whose shares trade higher than $3 pershare in public markets. At first glance, this list may look likethe definitive compilation of stocks that are ideal to sell short.Don't be fooled. Assets, for example, reported at historical costnet of depreciation may understate the true value of a firm'sassets. A company may establish reserves on its balance sheet forliabilities that may never materialize. The prices at whichequity securities trade in public market are determined by morethan a balance sheet solvency test.

On Thursdays, the TCR delivers a list of recently filedChapter 11 cases involving less than $1,000,000 in assets andliabilities delivered to nation's bankruptcy courts. The listincludes links to freely downloadable images of these small-dollarpetitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book ofinterest to troubled company professionals. All titles areavailable at your local bookstore or through Amazon.com. Go tohttp://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday editionof the TCR.

The Sunday TCR delivers securitization rating news from the weekthen-ending.

This material is copyrighted and any commercial use, resale orpublication in any form (including e-mail forwarding, electronicre-mailing and photocopying) is strictly prohibited without priorwritten permission of the publishers. Information containedherein is obtained from sources believed to be reliable, but isnot guaranteed.

The TCR subscription rate is $975 for 6 months delivered viae-mail. Additional e-mail subscriptions for members of the samefirm for the term of the initial subscription or balance thereofare $25 each. For subscription information, contact Peter A. Chapman at 215-945-7000 or Nina Novak at 202-362-8552.